Acatalepsy
by Argeiphontes
Summary: Movie-verse. The mysterious abduction, disappearance, metamorphosis, and crimes of a teenage girl capture the attention of Peter Parker, when he realizes that she's the key to unlocking the secrets kept from him for so long. Or: How the world's two most extraordinary, unlikely, messed-up people fell in the most extraordinary, unlikely, messed-up love, all while saving the world.
1. Prologue: Brave New World

_**Disclaimer:** I do not own any of the Marvel characters, concepts, places, etc._

_**Author's Note:**_

_Hi!_

_This is my first story on here! I've been working on it for nearly two years. It will be divided into three parts, which will be labeled along with the chapter._

_This prologue may not seem to match the summary, but it's important in laying the foundation for the rest of the story. If it has a good reception, I'll post the first chapter soon!_

_In this fanfiction, the events of The Avengers took place in May 2012, the events of TASM took place in September 2013, and the main events of the fanfiction take place from November 2013 on. _

_**Rated T for: **some language, sex and drug references, moderate violence, and eventual underage substance use._

**_Please, please, please review!_**

_ It would mean a lot to me, and feedback helps me improve my writing. _

_Thanks, and I hope you enjoy this!_

_~Argeiphontes_

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><p><strong>Acatalepsy (Noun): the real or apparent impossibility of arriving at certain knowledge or full comprehension<strong>

**Prologue**

**New York, New York, Approximately 10 Hours After the Lizard Attack**

**Helicarrier Observatory**

Golden light diffuses throughout Manhattan as the sun rises. The city is half-gazed upon with scrutiny, as if its secrets can be seen from seven miles above. In all actuality, some secrets can be seen. Rubble is heaped in a pile on 57th Street. Slightly older damage is scattered throughout the cityscape.

The city's observer sighs. New York can't seem to get a break.

"Director," says a woman's voice. Nick Fury turns.

"Look at this shit," he grumbles.

The woman shifts her weight and continues, not responding to his comment. "The area around the OsCorp tower is off limits to the public, for safety and classification reasons, effective immediately."

He glares at her, the action unhindered by his lack of an eye. "Classification?"

"Well, it is protocol, sir."

He shakes his head. "You have no idea. No fucking idea."

She scowls. "Excuse me?"

Turning back towards the window overlooking the city, Fury says, "Things are changing, Agent Hill. We can't hide this shit from them anymore." He gestures at the streets below, " Everything we denied for decades- superheroes, aliens, the supernatural- It's all about to come out, and it's going to be one giant clusterfuck. The more we try to deny, the more we try to cover up- it's all going to make this mess worse."

Agent Hill's skin seems to be tightly pulled over her face, giving her a strained look. "Then exactly what," she speaks deliberately, "are you insinuating we do, sir?"

"I am insinuating that we tell the truth."

A bitter, brief chuckle escapes her breath. "They're not ready, Director. They'll never be ready. To tell them the truth would be to rock the very foundation of their world"

"They already know." His voice rises. "No, we didn't confirm that aliens attacked New York. And I understand, we're not going to confirm OsCorp's little Godzilla disaster. 'Protocol' and all that crap." He snorted. "The hell to protocol. They know. It's all over the news. Not the tabloids, the New York Times. The Wall Street Journal. The Washington Post. Even without our stamp of approval. They don't need that from us anymore. "

She purses her lips. "Well, then what do they need?"

"Protectors," he answers immediately.

"Then tell me, where were the Avengers last night?" Her words are scathing to his ears.

"Assembly is a hell of a lot harder than the instruction manual might lead one to believe," his words are just as sharp as her's.

Agent Hill crosses her arms. "The project's failed, Director. Those individuals are simply too... volatile."

Now, he's the one who appears to be strained. "'Volatile' saves lives. Your damn 'protocol' is useless, in that department."

Agent Hill holds a steady gaze with her superior. "While I'm sure others agree with your view, it doesn't change anything at the moment, sir. We've proceeded with the protocol for the OsCorp case. The area is off-limits to the public, as I mentioned before, and a cover has been produced."

"Which is...?"

"Terrorist attack."

Fury rolls his one eye.

"I will bring you updates, Director." Hill turns and begins to walk for the door.

"Don't bother," he grumbles.

She spins back around. "I'm sorry?"

"I'll get updates from the control center," he mutters only slightly louder, fingering his earpiece.

Hill crosses her arms. "Director Fury, I have always respected your judgement. But lately, it seems you've abandoned all reason. I get it, what happened in New York isn't what we've historically dealt with."

Fury opens his mouth to cut in, but she continues. "However, that is not cause to abandon all of our standards!"

She ignores the slow shaking of his head. "We can't tell the world the truth because the truth is dangerous. We have to stick with protocol, because the Avengers will fail you. It's not fair to put so many lives in the hands of such an incompetent few," she maintains. "We have to protect people, sir, not endanger them. I stand by that, and if you're not willing to hear it, I will keep my distance."

"Maria-" Fury starts.

She throws a file of papers into his hands, and begins to walk away. "Well, since you have such an affinity for extraordinary individuals, you might as well look into this. The kid's going to get himself killed, if someone doesn't intervene."

With that, she leaves.

Fury opens the file. The first document is the day's issue of a newspaper, and the headline reads: BIOLOGICAL ATTACK ON MIDTOWN MANHATTAN; SPIDER-MAN SAVES THOUSANDS.

S.H.I.E.L.D has pinned a copy of a passport to the paper. The photograph shows a brown-haired, brown-eyed, bored-looking teenager.

His given name is Peter Benjamin Parker.

Fury places the file inside his coat and turns back to the Helicarrier window, scouring the city as he was before.

"Protocol," he chuckled, quietly, bitterly. "Fuck protocol. It's a brave new world."


	2. Part 1: The Sinister Trench Coat

_**Disclaimer: **I do not own any of the Marvel characters, concepts, places, et_c.

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><p><strong><em>The Sinister Trench Coat<em>**

**_Autumn Legler_**

If there's one thing I've learned in a rather brief fifteen years, it is this:

Life remains in a state of perpetual motion, no matter what may try to hinder it.

An upbringing centered in midtown Manhattan has only strengthened my mantra. Current events have brought it from a theory to a law. When the city was leveled by aliens (or so they say) several months ago, people started rebuilding the next day. Though thousands died, eight million more lived, mourned, and moved on.

And even though the OsCorp tower was attacked by terrorists only two months before, even though my own school was damaged in the same attack (the largest terrorist attack on the City since 9/11), I am in school, like nothing ever happened.

It is a somewhat warm day in November, the sort of day where winter coats will leave one in a sweat but lighter jackets will leave one shivering in the wind. Like the twenty other students sharing the stuffy classroom with me, I am pretending that I am grounded on Earth, whereas my thoughts are among the stars. Students have drifted off in class since the time of the earliest schools, I am sure, but this year, the lack of attention seems worse than usual. I can see the clouded, glazed stares of the other students- signs that their thoughts are in places other than a small magnet school in Midtown. And who can blame them? How can anyone pay attention with very ordinary action unfolding outside the window and a very large hole in the ceiling looming over our heads?

And that's when I see him. Maybe a dozen yards away, all lanky and pale and riddled in a white trench coat. From far away, it's impossible to tell his age- he could be thirty, he could be fifty. Each step he takes is small, deliberate. Scowling, I think that it is odd. Midtown Science High School has a very strict visiting policy: The only people allowed on campus are students, teachers, and parents who have signed in. Even people just out for a pleasant stroll will be "politely, but sternly asked to leave". So, three sorts of people are encountered on this campus, and obviously, he isn't a student. He isn't a teacher either- it's a small school, and even though I'm only a Sophomore, I recognize everyone on faculty. So, logically, he's a visiting parent.

Except that the main entrance to the school is on the other side of the building.

His steps suddenly cease, and he stands there, still a good dozen yards from the building, but well in the range of visibility allowed by the window. And he turns, slowly, so slowly- his gaze shifts just as slowly- and meets my own gaze. No, he is not just looking at the classroom, he is staring at me, _me _in particular. My heart flutters, my head pounds. Something about him is vaguely creepy, uneasing. I want to tear my eyes away, but I _can't_.

Then, he winks, and the motion sends chills down my spine, tingles on the back of my neck. He shouldn't be there. He's up to something. Possibilities flood my mind, the dam of reasonability having been broken. I cannot be sure of anything, only that there is something definitely _freaky _about him.

Then, the bell rings, and in a flurry of movement, books are gathered and the classroom is rapidly emptied. I'm left there, snapped out of my thoughts, taking my time to get my notes in order.

When I glance out the window again, the man in the trench coat is gone.

I do not see him again for the rest of the school day, but his image won't leave my mind. Perhaps it's just paranoia. As a whole, New York has been very paranoid lately. We were invaded by aliens that we didn't know existed. No wonder suspicions run rampant. And then, just two months ago, there was a strange biological attack. Not many details have been released, but a lot of people have reported a giant _lizard. _And a guy in a spandex suit.

So, out of all the strange things that have happened lately, a man in a trench coat is hardly all too odd.

But, I can't shake the paranoia.

The school day ends, and I begin to walk the twenty blocks back to my apartment. I've only recently been able to take this route home. Up until a month ago, Third Avenue was blocked by a building that had collapsed in the invasion. I had to walk around the damage, taking a detour onto Park Avenue until they finally got it cleaned up. Even now, as I pass the site, I can see that it still isn't in perfect order. The street's pavement is cracked, with several dents on the surface and the occasional crater. It's closed off to motors, of course, and officers carefully watch the pedestrians as if aliens are still a lurking threat. I smile, bitterly. Even when the aliens were a threat, it wasn't the police who took care of it.

I rush for a crosswalk, spotting the green, walking man flashing. Ten seconds, maybe, and half of the block left to cover. Quickening my pace, I narrowly dodge the people who don't care if they get stuck at the light. I happen to like to get home as soon as possible. Five seconds now, and still a good deal left to run. Now, I'm nearly sprinting. Four, three, two, one-

Damn it. My feet halt right on the sidewalk's edge, as a red palm flashes in my face. The exertion from running has left me gasping for breath. I'm out of shape.

Then, I see the reflection in the store window next to me.

Damn it, damn it, _damn it_! I'm not just being paranoid now. What are the odds? A city of eight million people, and I see _him?_

The light changes to green, and I start jogging away, briskly and nervously, ignoring fatigue. He's following me. He's stalking me. He's a sexual predator. He's a serial killer. He is every evil thing ever to grace this universe.

_Don't look back, _I tell myself. _Just keep moving. _

I reach the door to the apartment lobby, and as I'm turning the door, there's a sudden flash of movement. Too late, I realize it's another person. Goddamn my clumsiness. I collide with the person, and the next thing I know, my book bag has fallen to the ground, and my books have scattered out. Before I can drop to pick them up, and silky voice interjects. "Allow me".

I stand face to face with the man in the trench coat.

Confusion instantly sets in. Wasn't he behind me...?

He crouches down, gathering the books together. "Interesting material," he comments. I just stand rigidly, not answering, trying not to show my fear. I can't get the pounding of my heart to stop. It's like a hammer, and it would be a miracle if he didn't hear it. "Advanced, too," he adds. Scooping the last of the books into the bag, he glances up at me. His eyes are dark, so dark, darker than the city in a blackout. "You're a promising girl, Autumn Legler".

I jolt the bag from his grasp. Cold as stone, I pass him, heading to the elevator without a word. But despite my demeanor of rock, I'm trembling inside, a full magnitude earthquake rocking my blood. The bile of fear rises in my throat; my stomach clenches like a fist.

My only coherent thought is "How does he know my name?"

By the time I reach my apartment, my breath is shaking and I've broken out in a sweat. With trembling fingers, I manage to lock the door. The sounds of a knife against a cutting board echo around the room. My mother glances up from the kitchen.

"Hi, honey".

"You're home early," I say, with a quiver still in my voice. It doesn't go unnoticed. Concern spreads across her features.

"I don't need to go into the hospital until later. Is everything ok?"

Six months ago, when the city was evacuated, my mother told me to stay strong, no matter what. "Don't panic, just use your head. Rationalize". Luckily, we got out before we saw anything we wouldn't have wanted to see, before any harm could befall us. It's very easy to rationalize from a Holiday Inn in Newark with a news feed in front of you. But even when we came back and came face to face with the devastation, she told me the same thing every day for months. "Be strong. Use your head. Rationalize". Allowing paranoia to get the best of me, so childishly, is _not_ rational. I'm letting her down.

But she doesn't have to know that.

"Yeah, everything's fine," I say brightly. "I aced that calculus test I was so worried about. And I got that 'Tale of Two Cities' essay finished during study hall. My day was actually pretty good".

"I'm glad". She sets aside the cutting board, reaching to turn on the stove. "I'm making stir fry. If you're not too busy, maybe you can help".

The words are like slicing blades. My three AP classes: Physics, Chemistry, and Calculus- quickly overwhelmed me this year, leaving me with little time to spend with my mom or my friends- not that I have many. The last time I had a conversation with my mother this long was probably a week ago. Not great for two people living in a relatively small apartment together.

"Of course," I smile, picking up the knife. "Anything else you have left to cut?"I don't even bother to offer to cook.

"Carrots are in the fridge".

Five minutes later, the aromas of ginger, soy sauce, and cooking vegetables float around the room. The only noises are the chatter between me and my mother, and the soft hiss of the frying pan. The man in the trench coat still lurks in the back of my mind, but the immediate terror fades.

Until the minute my mother walks out the door after dinner, off to her job as an OBGYN at the Presbyterian Hospital. I feel like a pathetic child, left at home for the first time ever, as if I'm not fifteen years old and this doesn't happen more often than not. But my mother works all the way uptown, and there's a maniac after me! Despite myself, my eyes begin to sting. _Stop it _, I command myself. _You're not going to cry. Not because you're scared, not because you're being stupid and your want your mother. Just stop it. Be productive. _

So productive I am. I allow myself to fall into the lull of homework, the integrals and derivatives, fission and thermodynamics, the "Best of times" and the "Worst of times". And the second that's done, I crawl into bed, neglecting to wash my face or brush my teeth. I can't allow my mind to wander. I must do anything I can to quell the terror. Luckily, I'm exhausted. Slumber overtakes me quickly. And as far as I know, I do not dream of the man in the trench coat.

All is peaceful.

Until I wake up with the cold metal of a gun pressed against my forehead.


	3. Part 1: An Eviction Notice

**Author's Note:**_This is the first chapter told from Peter Parker's POV. Chapters will alternate between narration from Peter and Autumn._

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><p><strong>An Eviction Notice<strong>

**Peter Parker**

It's kind of funny when people run away.

You'd think a guy in a spandex suit wouldn't be all too threatening. But these guys seem to think differently. They're in the alley, the three of them. Money and a ziploc bag filled with something leafy and green change hands.

I've either found some spinach dealers, or more likely, drug dealers.

I drop off the alley wall silently. "Hey," I say, making my presence known. The men all glance up. For one moment, they're just still, gawking at me, startled.

Then, they run.

"Come on, I don't smell that bad, do I?" I shout after them. No reply. I sigh. Well, it doesn't exactly help my investigation, but at least they dropped the bag. I wrap it in a few layers of silk and shove it into a garbage can.

I could go after them, I guess. I could easily catch up to them using my webs. But I don't really feel like it. The threat of dawn will linger overhead soon, bringing Aunt May's suspicions and wrath with it if I'm not careful. It's a closely guarded secret: New York's friendly neighborhood Spider-Man has to be home in time for breakfast.

With a slight running start, I leap onto the wall. Using the smallest, most non-existent cracks, I climb upwards. Once I looked at my fingertips under a microscope. Sure enough, there were millions of fine, hooked hairs on each finger, invisible to the naked eye. It makes me dizzy to think about it too much- the transformation that took place in each cell, the complexity of the whole thing, the decay rate algorithm, the fact that I'm the only one like this...

The wall leads to the flat roof of a building, overlooking a bustling street below. This height used to frighten me. Now, it fuels me, propels me on through the darkness. With a simple flick, I shoot the web across the street, onto a lampost. I leap, and for one second, there's the ground hurtling towards me before the web reaches its full length and I'm suddenly swinging upward. Then, there's the peak momentum- enough to send me spiralling through the air with all the swift movement of a torpedo- before I must shoot a web down again and continue the motion.

But that one gravity defying moment, at the end of each swing, is more than enough.

The streets fly by rapidly: 85th, 84th, 83rd, 82nd-

I shouldn't. I promised myself I wouldn't. I promised a dying man that I would avoid it at all costs.

But that hasn't stopped me from sitting at the fire escape at 15th West 81st street every night for the past two months.

I never let myself stay too long; I never let her know I'm there. I mean, it's creepy. I sit outside her window, listening to her. She keeps the blinds drawn all the time now.

She didn't used to.

It doesn't matter. I don't need to see her to feel the heartbreak- hers and mine. I hear her sobs, and I know that it's because of me. It's because her father died saving me. Because I left her when she needed me the most. Because I created the monster responsible for this disaster.

This doesn't make me stop wanting we, not for a single second. I haven't forgotten her laughter, that gorgeous smile, her smooth blond hair through my fingers, the curves of her waist, her hips, her chest, her soft lips against mine...

For five minutes, five brief minutes, five eternally long minutes, I sit there and listen to the sobs.

I've stayed longer, when I can bear it. I've left almost immediately, when I can't.

But tonight, I get five minutes, and then I leave, silently, as stoically as I can manage

New York needs a hero, not a heartbroken teenager.

In heavy traffic, it can take well over half an hour to get back to Queens from the city. Tonight, the traffic isn't that heavy. It usually isn't at four in the morning, but with New York, you can never tell. A large truck passes. With a strand of webbing, I swing onto it. That is how I ride the entire 59th street bridge, and a few streets into Queens. Then, I have to jump off and swing home by tree. Admittedly, it's more difficult that way. I'm a spider, not Tarzan.

I always leave my bedroom window unlocked, so I can easily get in. If I entered through the door, I'd wake Aunt May. So I swing onto the window ledge, and I'm about to wrench the window open when something catches my eye.

It's a piece of paper, crisp and white, folded up neatly and taped to the window.

Weird. I remove it and gently unfold it. With each word I read, a sinking feeling grows.

We know who you are, Peter Parker. We are asking you once to give up your identity. If you fail to do so, we know who to hurt.

That's all it says.

No signature, no address, nothing.

For a second, all I can hear is the pounding of my heart, the trembling of my hands against the paper. Captain Stacy told me this would happen. I thought he was just a worried father, trying desperately to protect his daughter on his deathbed. I thought maybe, someday, if nothing happened, I could see Gwen again. And now, because of three messily written sentences, that can never happen.

And I don't even know who's doing this to me.

But I know what I need to do about it.

I take all the books out of my bookbag and replenish it with several changes of clothes. I made a bit of money working last summer, and that goes in the bag too. Rapidly, I begin to toss more items into the bag, anything that I could need. Deodorant. Batteries. Extra web cartridges.

And then, I gather up the papers that make up my father's work, because there's no way I'm going to leave that. As I'm fitting them into his old briefcase, I notice something.

The spacing of the lines, the neatly printed border- other than the slight yellowing from age, my father's papers are identical to the ominous note.

I make a slightly strangled noise.

Godammit!

A single crazy person going after me, that I could handle. An entire pharmaceutical company with unlimited resources?

I'm screwed.

I don't say goodbye to Aunt May. I want to, I really do, but I'm not sure I can handle it. It'd be too painful. She's already lost Uncle Ben. And now, I'm leaving her. By herself. With no one to take care of her. I might as well just pitch her off the top of a building.

Damn it, I'm a terrible person.

I tell myself this is better than her getting hurt because of me. A hero needs to be able to protect the ones they love. If they can't even do that, then they should just give it all up. But I can't give up Spider-Man. I've made too many promises. I made a promise to Uncle Ben, to avenge him. I made a promise to the city, to protect it, to be its hero.

They say there are other heroes in New York. That's laughable. If there were, I could burn my mask in the fireplace. Weeks on the streets have assured me: I'm all alone. This is my blessing, my curse.

So, I don't say goodbye to Aunt May, but I leave her a note. At least I have that shred of decency.

Dear Aunt May,

I'm so sorry. I'm so sorry for all of this. But I have to leave. I'm not sure how long I'll be gone. It could be a while. Please, just tell school that I'm visiting family out of state, or that I transferred, or something. And please don't call the police. Trust me, things are best this way. For everyone. At least for a little while. I can't tell you where I'm really going. I want to, believe me. But I really, really can't. It's not safe. Just know: this is urgent. I don't have another choice. And this is to protect you. I don't want to leave you, especially in such a difficult time. This is the last thing I want to do. Just remember that, ok? And remember that I love you. I love you so, so much. Thank you for everything- for raising me, for being my mother, when I didn't have one, for being there for me.

Love, Peter

After posting the note on her bedroom door, I collect my bags and slip away into the early morning shadows. Return is tentative; my whole future is tentative, but at least I have the consolation of knowing that I'm keeping her safe.

But "safe" is a relative term.


	4. Part 1: A Harrowing Night

**Author's Note: **Thanks for all the reviews, favorites, and follows this far! I'm snowed in for the next twenty-four hours, so there might be another update coming soon...

**Chapter 3**

**Autumn Legler**

"Don't scream," a menacing, male voice growls. "Or I'll pull the trigger".

_Don't scream._

I drive my teeth into the flesh of my cheek to refrain from doing so. Even when the dull, nauseating taste of blood fills my mouth, I do not release my grip.

"Get up!" He removes the gun from forehead, and slams it into my cheek. The pain resonates, numb and vivid all at once. My instinct is to flinch and withdraw, but I have common sense. I may not be experienced in the art of handling myself at gunpoint, but one thing seems very certain: I'm going to do whatever this man makes me do.

So, I slide out of bed.

Does my mother know this man is here? I suck my breath in as the horror dawns on me: he could have already shot her. Or she could be next.

The man slides the gun down until it presses against the back of my neck, frigid against my skin.

Then I remember: my mother's working at the hospital. I let the breath out. Forget me; at least she's safe.

"Are you afraid, Autumn Legler?" His words are serpents: hissing, dripping with venom.

I squeeze my eyes shut, bite my lip, and breathe terse staccatos.

"Well? Answer me!" He jams the gun against me.

"No". I am a mewling kitten. I don't see his hooded face, but I sense his sneer, his amusement.

I swallow down bile.

"Aren't you a brave little girl?"

I clench my teeth.

"Come on". He jams the gun against me again. "Fire escape. Now!".

He marches me towards the door, then reaches around me to open it. The biting gust of night wind blows my clothes, my hair around me. Pinpricks rise on my arms; my teeth chatter.

But he doesn't care. He has no reason to care. Perhaps, in his eyes, I'm lucky he hasn't already shot me, my wellbeing be damned.

Robotically, he marches me down the stairs.

Step.

I tremble. My death is imminent. I know it is.

Step.

I'm not going to cry. I'm not going to give him that satisfaction.

Step.

Damn it! My eyes sting. My vision blurs. My cheeks feel wet.

Step.

Does this have anything to do with the man in the trench coat?

Step.

What will my mother do when she realizes that I'm missing?

Step.

Is this even real?

Step.

Stop being an idiot, Autumn. Of course this is real.

Step.

What's that smell? It's putrid, dizzying, nauseating.

Step.

There's a cloth in his hand.

Step.

It's over my mouth now.

I thrash against it, gasp for breath, try to wrench away, all to no avail. The rancid musk curls down my throat, fills my trachea, stings my nostrils and lungs.

I see stars.

That's funny. The stars can't be seen from Manhattan.

I'm spinning. I think.

No. I'm still. But I'm dizzy. I'm falling.

The world goes black before I hit the ground.

I've died. I've died and I've gone to heaven. Everything is white, so blindingly white, whiter than paper, whiter than snow. No, now there's black, solid black all around. Black ceiling, black walls, absorbing all light and hope. Now, as my vision focuses, I can see that the only white in the room is the fluorescent light centered on me, leaving me exposed and defenseless to whatever awaits.

I'm not in heaven, but where am I?

I try to move my hand to my face, just to make sure I'm still substantive. But my hand won't move. There are restraints, I can see now. My hands, my arms, my legs- they're all bound to a cot.

My heart pounds, deafening in my ears.

I suppose I could struggle. But it's futile. I'm weak. There's no point in struggling.

I was vapor, but now I'm condensing. My bindings allow me just enough movement to turn my head to the side, to see the rest of the room.

A rack of medical instruments looms over me: scalpels, needles, various hooks and knives, all scintillating and silver.

A tremor racks my body.

I turn away from the tools, but only to face more medical equipment, of even greater depravity: an IV, a ventilator, half a dozen more with purposes I can only imagine.

_It's only a bad dream_, I reassure myself. I shut my eyes, allow myself to fall back into the cot.

But when I open my eyes again, I find that my scenery has not changed.

My chest heaves as I swallow for air that I seem unable to consume.

Metal doors swing open cacaphonically. _Of course_, the man in the trench coat enters. However, the trench coat has been replaced with a lab coat. But there is no mistaking the man.

He is flanked by several men and women in scrubs, all of whom immediately flock to the medical instruments and begin to prepare them.

I don't want to watch them clean the instruments, but I can't look away. The terror washes through me. It's for _me_. Those things are going to slice through _my_ skin, into _my_ body, into _my_ flesh...

Once, twice, I blink.

_Rationalize._

But my heartbeats are spiralling out of control, and I know there is no way to reign them in.

My hands tremble as I watch the man sit at a computer, and absorb himself in typing up notes. The words are indiscernible to me, from my distance.

A thousands "_Whys?"_ echo within the confines of my mind. Nothing is so frightening as the unknown, not stalkers, nor guns, nor needles nor bindings. I yearn for an explanation, _any_ explanation, but to these people, I am merely furniture. For an eternity, I go ignored, left with the terrors of my imagination as my only consolation.

Finally, that son-of-a-bitch turns away from the computers and addresses me. "What a fine evening it is, Miss Legler, _no_?"

That's all it takes to break me.

"What the _fuck_ are you doing to me?" My voice quivers, and the first tears drip over my eyelids.

An indent forms in his brow. "Is that how this appears to you?" He shakes his head, disappointed. "My dear, I plead you: do _not_ go about this the wrong way."

"Then let me go!" But my sobs catch in my throat, and any formidability my words might have carried is lost.

He sighs. "I'm afraid that's impossible, Miss Legler".

I shudder, and I try to steady myself, but to no avail.

I try again."What are you doing to me?"

"That's classified information".

_Of course it is._

Sharply, I inhale.

Rationalize. Rationalize without a reason.

I exhale.

"Why?" I whisper.

He ignores me, turning back to his computer.

Loudly, I reiterate, "_Why_?"

An exasperated breath leaves him. "Please allow me several minutes to address the subject. Privately."

The assistants nod and promptly exit.

Once again, he rises and nears my bedside.

"We haven't been properly introduced, have we?"

I don't respond.

"I am Dr. Stefan Harrow, head of genetics at OsCorp."

I blink.

OsCorp.

I know students at my school who intern there. Somehow, the pharmaceutical company has always repelled me. Perhaps it's the way the tower looms over the rest of the street, seemingly absorbing shadows. Perhaps it's the strange and reclusive owner of the company, Norman Osborn. And perhaps it's the company's involvement in the biological catastrophe that stuck Manhattan only two weeks ago.

_OsCorp_. The thought bitters my mouth.

"Dear, are you alright? You look ill. Shall I fetch a paper bag?"

I try to shake my head, but my restraints will not allow the motion.

This time, my question is a plea: "_Why are you doing to me?_"

His face turns to stone. "Not _to_ you._ For_ you."

Hysterics bubble in my chest. "_But I haven't consented to anything!_"

Harrow glances at his notes. "You are fifteen years old, correct?" Before I can confirm, he continues. "By my understanding, you are a minor. We do not need your consent, as long as we have the consent of a parent."

"There's no way my mother would agree to this!" Now, I strain against the bindings, foolishly, futilely.

_She wouldn't, would she?_

The hopelessness crashes upon me: I_ have been betrayed._

I fall flat against the cot.

"Just one answer, please," I beg, letting the tears come. "Anything, just tell me _anything_."

His face shows no hint of expression. "I will tell you this."

I can nearly see my anticipation in front of my eyes.

"One day, you will thank me for what I am about to do."

And he turns on his heel and walks out the door.

"Wait!" I shout after him. "_Wait!_"

The assistants enter again, picking up their tools. They near me, blocking out the blinding white light overhead.

"_Let me go!_" I shriek. "_Let me go! Let me go!_"

An oxygen mask is closed over my mouth and nose.

"_Let me go!_" The words are muffled now. "_Please, please, let me go..._"

As oblivion sets in, I reiterate: "_Let me go..._"

But I'm speaking to just that: oblivion.

Consciousness dissipates, taking my words with it.

"_Let me go._"


	5. Part 1: Embracing the Other Side

**Author's Note: **Still snowed/ frozen in. Screw the Midwest. Anyway, enjoy and please R&R!

~Argeiphontes

* * *

><p><strong>Embracing the Other Side <strong>

**Peter Parker**

It seems so long ago. I was chasing some thugs, and I fell through the roof of an abandoned wrestling gym. And it was there, stiff on the ground, unable to move, that I decided it would be a good idea to get a mask.

Was it really only a few weeks ago?

It already could be my territory. After the Lizard incident, a weird phenomenon hit the streets of New York. Any flat, uncovered surface: walls, pavement, ceilings, stairs, were marked with my emblem. The spider. Normally, graffiti pisses me off. It pissed Uncle Ben off. Especially on his bridges. I think that's the angriest I ever saw him get, when he saw words splattered all over his bridges.

But it's hard for me to be pissed off by something so flattering.

The gym is by far the most impressive display. The whole painting is nearly ten feet high. A lump forms in my throat.

The doors are all boarded up, so there's only one place to enter. Rather embarrassingly, that one place is the hole I made when I fell through the roof.

Well, at least the building is secure.

I slip through the hole and calmly allow myself to fall. My feet hit the ground lightly. Sometimes, it seems like I defy the laws of physics. I scowl as I examine the room. I forgot how dark and... well, abandoned the place was. Cursing under my breath, I think to myself that it would have been great if I'd brought flashlights.

Screw it, there's no turning back now.

Only a sliver of light that seeps through the hole illuminates my work. First, I weave strands of web across the building, at about shoulder height. If I can't see my way around the room, at least I'll be able to feel it. Then, I find two beams that support the roof. Between them, I manipulate an intricate web design until it's broad, flat, and somewhat resembles a hammock.

Then, I flop down on the make-shift hammock, not from physical exhaustion, but from mental exhaustion. Too much has happened too quickly.

Has Aunt May found the note yet?

Will it make her cry?

The guilt weighs down on me like a thick mist.

I'm a bastard.

I shouldn't do this.

I can't do this.

Why am I doing this?

I know why, and I hate it, but it doesn't matter.

Will anyone at school miss me? Will they wonder?

What will Gwen think?

I shake my head. I need to focus. I can't let this get in my way.

I get up like a dead man rising from the grave.

There's a small, skinny guy and a hulking truckload of boxes. He struggles with each box, carrying it into a drugstore. After each load, he's left sputtering and gasping for air.

"Need help?" I ask.

Nervously, he doesn't meet my eyes. "Oh, um, no, that's ok. I've got it". He heaves up another box with his sticklike arms, but this time, the weight is too much. His arms buckle, the box falls, and out spills nearly a hundred packeted sandwiches. A curse escapes his lips.

But I'm already on the ground, shoveling the sandwiches back into the box.

"No, uh, you don't need to do that," he stammers. "I've got it".

He doesn't sound like he's got anything under control.

I shake my head. "It's fine. Seriously".

"No, I, uh, I've got to pay you," he protests.

"It's fine ," I repeat.

"No, it's store policy. If you help a staff member-"

"Just give me this box," I blurt out.

He gives me a quizzical look. But he wouldn't understand. I have only a little bit of money. I was planning to buy food, and to not worry about my limited budget until it became an immediate issue. A box of sandwich packets could last me weeks.

"You can't sell damaged goods, right?"

He glances at the store. "Yeah."

I put the last of the sandwiches into the box. "I'll help you with the rest of the boxes. Don't worry about paying me. I, um, help with a food drive. It'd be great if I could just take these as a donation".

He shrugs. "They're yours, then".

"Thanks". I lift one of the intact crates and start moving it towards the store. To me, it could weigh only a few ounces, but more likely, it's close to a hundred pounds. It's very obvious how a small guy would have trouble lifting it. I would've had trouble lifting it before I was bitten. But now, I can lift each box with ease, and after nearly twenty of them, I feel not even a hint of exhaustion.

Even when I'm carrying the broken box all the way back to the gym, I don't tire.

Tonight, approximately 501 crimes will be committed in New York City.

As always, my work is cut out for me.

So, I'm suited up, and I climb to the roof of the gym. And from there, I leap, allowing my instincts to take over. I'm plunging downwards, but the web's already been shot, and now I'm wildly swinging towards a skyscraper. Of course, I nimbly dive out of the way, spiralling in the air. This isn't a labor for me. It's merely a reflex.

It doesn't take me long to find Trouble. It never does. Right now, Trouble comes in the form of two lovely young gentlemen pulverizing each other's faces on the lower East side.

I allow myself to drop right between them. Right between two pairs of flying fists. I catch both with a simple block of my wrists.

"Hey! We're going to break it up now!" I announce.

One guy glares at me. A steady stream of blood trickles from his nose. "We weren't doing anything wrong!"

"Sure. There's nothing wrong with smashing people's faces in".

By now, a crowd has gathered around us. I roll my eyes. This always happens, even over the tiniest things. People will do anything to get a glimpse of New York's most famous masked vigilante at work. And that's an issue. Crowds just get in the way. And they attract more attention. And more attention attracts the police.

"You boys behave yourselves," I say, perhaps more seriously than I need to.

And then, I'm dashing into the backstreet, out of the public eye.

It's necessary to get out of sight before the police show up. It doesn't matter that I'm trying to help, and that I'm getting pretty good at not hurting anything while I'm doing so- they'll still gladly arrest me. I'm an unknown. Potentially dangerous. I'm even taking their jobs. No wonder they hate me.

If only Captain Stacy hadn't been killed...

The police don't end up showing their faces, or at least I'm well out of the way by the time they do. I guess things have calmed down enough that a Spider-Man appearance isn't something for people to lose their shit over. And I'm ok with that. Sure, it means having to deal with trivial things like two guys fighting each other in plain sight, but...

If I hadn't stopped them, it probably wouldn't have gotten bad. Sure, they'd go home battered, covered in bruises, maybe with bloody noses and black eyes, but other than that, it'd be two young guys being stupid, no harm done. But there's always that chance. The chance that one of them has a knife or a gun tucked just out of sight. The chance that something escalates, that something's misunderstood, that someone's brother or son or nephew or grandchild is killed.

I've learned not to take that chance.

Suddenly, a tingle fills my body, like someone lit a spark on me. I'm alert, apprehensive, only sure that danger is imminent.

So when the bullet flies at me, I'm prepared. I dive out of the way, towards a wall. I find an infinitesimal hold and start climbing. Another bullet spirals to my left. I flinch away at the last second. I have to keep moving up. It will make me harder to hit.

I don't look down until I reach the top of the wall. Below me, I see a single figure, hulking and daunting, dark blue uniform stretched over bulging muscles. A large hand grips a sleek pistol, aimed levelly at me.

"Come down here and fight like a man!" he growls.

"I suppose you won't come up here and fight like a spider, then?"

Unfortunately, he doesn't seem inclined to do so. The gunshot that follows confirms my suspicion. Time seems to slow down. Seconds are like the lazy ripples of a pond, rather than the rapid motion of a river. I can trace the bullet's path. It's going towards my head. So, I lean over. It flies over, lodging itself in the side of a building maybe a dozen yards away.

But I'm teetering.

I'm too close to the edge. My heels meet empty air.

Shit.

I've never lost balance. Not since the bite.

I flail about, desperately looking for stabilization, and finding none.

And so I plunge backwards off the wall.

Twisting in the air, I try to find the balance I lost just a second before. I flip once, twice. Unscathed, I hit the ground.

My adversary wastes no time, now that I'm in his domain. He lunges at me. His large hands grasp for my throat. I spring out of the way.

For a big guy, he's fast. He's back on his feet and throws a fist at me. I dodge, hook the arm, and thrust it back into his face. A startling crack rings out. He grunts, but appears unhindered. His next blow hits me right in the chest.

It's like I'm in the bath, and someone decided to drop a toaster in there with me. The electric current courses through my body, my veins, even my heart. I gasp for breath, resisting the urge to crumble to my knees.

I can't let the pain distract me. If I do that, I've lost. Swallowing down the sparks, I flip backwards, using his broad chest as a launching board. There's an "Oof!" as he falls over, followed by the dull metallic ringing of my feet hitting a dumpster as I land the flip. I lean over, just to get a better look, as he lies sprawled on the ground.

My breath catches in my throat as my eye catches the emblem on his shirt.

The shining "O".

In his hand lies an odd device, like one of those electric-shockers eight-year-olds use to prank each other . It too, is inscribed with the logo, incase there was any doubt.

Apprehensive, but still morbidly curious, I pick it up. The man stirs.

I don't think I've ever gotten out of a dark alley so fast.


	6. Part 1: Metamorphosis

**Author's Note**: So, here's the Saturday update! Enjoy! And if you have the time, please R&R!

**Metamorphosis**

**Autumn Legler**

I figured oblivion wouldn't bring so much agony. I figured it would be just that: oblivion. Numbness. No feeling. No sensations. Nothing.

I was so horribly, laughably, terribly wrong.

There's a figure with unidentifiable features. It looms over me, sneering, flexing its power over my helplessness.

Suddenly, pain erupts, blooms in my chest like the unfurled petals of a flower. A spark is lit on the end of each nerve. The pain is unrelenting, can't be quenched, won't be quenched. There is a wave, yes, a wave, and as it washes over me, it brings such infernal heat. Nothing to see, nothing to hear, just the sensation of anguish. Maybe I scream, but I can't tell. The fire spirals through me, scorching everything down to the cell, leaving behind only char.

I scream again, and I'm more sure of it.

And the figure leans over, white coat against a red inferno, smirking.

"I thought you were a brave little girl, Miss Legler. This isn't too much for you, is it? Can't you handle a little pain, especially for the benefits?"

MAKE IT STOP.

This is my only plea.

Harrow shakes his head slowly.

"Oh, Miss Legler, I'm afraid that's impossible".

PLEASE. PLEASE!

"Please, try to relax. This is all for your own good".

IT BURNS...PLEASE...STOP IT...STOP...

I'm fading, and so is he. The fire seems to consume him before a final wave crashes over me. There is one last burst of torridness, and then, all is extinguished.

There was burning, but now, there is an unfathomable frigidness. Everything is slipping, slipping through my fingertips, slipping away... Where there once was a red inferno, there is now something that is either black or white, but impossible to tell which. My heartbeats, which were alive with the flames, begin to slow.

Thump.

Thump.

Thump...

And then, the rhythm slows to the point where it's all but ceased, and I can't believe I'm still alive. Am I? I chuckle bitterly. How many times have I asked that question recently? And what is alive, really, and what is dead? It's just like Schrodinger's Cat: I cannot ascertain as to whether I'm alive or dead, so rather, I exist in a fragile state where I am both all at once. And only outside interference will shatter that condition.

But what does it all matter? I'd rather be dead, to be blunt about it. There's no more point to denial. I'm not a brave little girl. I cannot cope with this. I'd rather this all just cease, and experience oblivion, true oblivion.

My heartbeat is so slow now, nearly non-existent. So close, death is. So tantalizingly close. There's that beautiful chance, the opportunity to ensure that I never have to experience that burning again.

And so I pray:

PLEASE. TAKE ME.

I am not religious, and I'm not sure a prayer has ever left my lips in my life.

Except for now. Now, I pray.

DO NOT LET ME LANGUISH.

TAKE ME!

But my cries are not heard. They fall into the void around me, out of my grasp. And suddenly, I'm being pulled, torn away from from the near-death sensation. My heartbeats reawaken with vigor, but no burning.

Evidently, I am not to be taken.

I am to be returned.

I think I'm back in the real world, but I'm afraid to be certain of anything. My eyes are shut, and I soon find that to open them would be too great an effort. But my ears are open, not that there's much to hear. Just beeping, mostly- if that's my heartrate, at least it's steady. Through my fingertips, I feel sheets- crisp, almost like paper, the sort of sheet that encourages you to sleep lightly and uncomfortably, rather than the sort of sheet that invites you to a night spent in a sound slumber.

There are footsteps now. They draw nearer and louder with each passing moment. After what seems like an eternity, I hear a door click open. At once, the familiar stench of cologne hits me. The dislike grasps me immediately.

If only I had the strength to open my eyes to unflinchingly meet his gaze, to show him that I will not accept what has been done to me, that he has no power over my mentality, but most of all that I'm not going to cower in his wake! Furthermore, what if I could muster the power to lunge at him, to retaliate, to cause him the same pain he caused me?

But a brief struggle reassures me that I'm bound to a cot once again, and that my eyes refuse to open.

"I presume her condition is stable?"

I freeze.

That was not Harrow who spoke. The voice has a thick accent, Indian.

He is not alone.

"Yes. There were a few..." the pause is uncomfortable, to put it lightly. "Close calls, I guess you could say. But Richard was an expert. She's over the hurdles. She'll be fine now."

"Good," the accented voice replies curtly. "We've put in millions of dollars and nearly twenty years of research. It would be a shame if it were to go to waste".

Two revelations crash upon me.

One: All this, the fact that it was me, was almost certainly not random.

Two: I'm nothing to them but time and money.

"Well, she's fine. Better than fine, actually," Harrow reassures him.

"Good. Alert me when she regains consciousness". And then there are footsteps, the opening and slamming shut of a door as the other man leaves.

Well.

It seems to me those two lovely gentlemen have gotten their two cents into this.

Maybe it's time for me to get mine in, too.

With a single burst, like a fireball spiraling wildly and exploding against a stone wall, I flick my eyes open.

I'm instantly overtaken.

It's all sensation, full and robust, slamming into me like bricks. Colors are crisper, brighter, each difference in shading prominent, each little detail salient, to the point where all the details together demand more attention than I can give at once. And that's just visual. Now that I'm fully aware, I can hear murmuring, obviously quiet but somehow still painfully loud. Trying to scan my surroundings, I realize that there's no source of these noises. There is only a regular medical recovery room, occupied only by Harrow and myself.

I come to the conclusion that I'm hearing through walls. Thick, soundproof walls.

And the smell! Harrow's putrid cologne is a thousand times worse now. It seeps into me, an intense muskiness that makes my eyes water, mixed with the odors of medicines, antiseptic materials, and... My own blood?

I could retch.

And to top it all off, the crisp cot sheets seem to be grained, barbed even, irritating to the lightest touch. But how can that be, when it is simply an ordinary sheet?

I just want to revert into that horrid oblivion, because even that is preferable to this sensory overdrive.

But I can't retreat, so I do the only other thing possible.

I scream, the scream of a murdered person, suffering something worse than any creature should ever have to endure.

Harrow wheels around from his computer, startled. "What is wrong? Are you in pain?"

If I didn't know better, I'd think he was actually concerned.

I shake my head, try to relax myself, but find that I must still be bound, because I cannot move my limbs.

"The sensations," I gasp.

His face seems to light up. "You've noticed your enhancements?"

Enhancements? That's what this is? This discomfort? Enhancements?

I can't help it. Tears begin to well in my eyes.

"Dear, what is wrong?" the sympathy is so obviously feigned.

"You're a monster," I choke out. "you're a fucking monster!"

Maybe I could be vitriolic, if I weren't wailing like a child.

"I'm sorry you feel this way, Miss Legler," he says solemnly. "I'm sorry you're so blind".

Blind?

Blind!

The rage surges through me, and I come to a conclusion.

I have to get loose.

Harrow turns back to his computer and goes about typing up his notes.

The bindings are tight, no doubt. But if I suck in my breath, there's just the tiniest bit of room.

I urge myself, exhort with all my will, to swallow down the sensations and focus.

I've never been flexible. Not in the least. I couldn't even manage a cartwheel. But somehow, that inch of extra space is enough. I rotate my shoulders back and slide an arm out, slowly, as to not alert Harrow to what I'm doing. With one arm out, there's more room to free the other. I still work slowly, but it is easier.

And now comes the tricky part. With a deliberate wiggling motion, my legs slide out, inch by inch.

And then, the bed creaks.

My breath catches.

Harrow turns.

The sheet is over me, concealing my unfettered limbs. He glances over once.

And slowly, he turns back around.

I release the breath.

And then, more slowly than before, I go about my work, until my last toe slides from under the bindings.

I lay there, victorious. Mentally, I laugh.

Take that, you bastard!

But now what?

I'm free, but I cannot go anywhere. When Harrow leaves, the door will be locked. And who knows what he'll do when he realized I've escaped his bindings? And meanwhile, I cannot look straight for too long without getting dizzy. The sensational overdrive is improving, but slowly. I can't allow myself to hesitate. That brings a fluttering, rapid heartbeat, unrelenting nerves. So I tell myself: Keep thinking through this. Keep your mind busy.

At that moment, Harrow rises from his desk. "Well, Miss Legler, I hope you won't mind if I give you a brief physical examination?"

Shit.

"What choice do I have?" I spit out, trying to mask any anxiety, fear, or guiltiness my voice might betray.

He sighs. "Dear, you insist on making this so difficult. The sooner you accept..." He trails off, choosing his words carefully.

"Accept what?" I snarl.

He shakes his head. "Your cooperation will make things considerably easier, for the both of us."

My chance lies ahead of me, shimmering, beautiful, but delicate.

I allow my body to slacken. "I agree."

Excitement lights up in his eyes.

"I'm tired of fighting."

He smiles. Pinprick crawl up my spine. "You're a rational girl, Miss Legler. I knew, given sufficient time, you would come around to my view." He stands up, goes to ready his tools. "You and I, we are not so different."

I force myself to look him in the eye.

"We are both scientists, and scientists possess overwhelming curiosity."

Not for the first time, I wonder how he knows so much about me.

"I am sure you understand where I am coming from, with my curiosity for the unusual, for the fantastic." After a pause, he adds, "Such as yourself."

My head moves up and down, mechanically. "I understand completely."

He stands over me, toying with the end of his stethoscope. "May I proceed?"

I smile. "Go right ahead."

And, with a force I didn't know I possessed, I lunge for his throat.

I'm not violent.

I swear.

As a child, I refused to squish the spiders I found nested in the corner of my shower, opting to let them outside instead. As a teenager, I've refused to watch violent movies. Never have I punched, kicked, strangled, or bit another human being. Never would I have dreamed of it.

But, in a single second, all that seems to vanish. For all I know, it never existed. All I know that exists is the CRACK! that rings out as I split his chin, the vile taste of his blood against my teeth, and his body on the ground, white coat stained red.

My breaths are deep, uneven, and shaky; his are shallow and rapid. My eyes are wide with horror; his do not open.

I could have killed him.

Killed him.

I fall to my knees.

What the hell is wrong with me?

I tell myself that this is his fault, it's what he did to me.

But is it?

I shake my head. I'm wasting time.

What I did was brutal, yes, but it was necessary.

Inside Harrow's coat pocket is an ID card- a little laminated square about the size of the palm of my hand. And so, I stand up, walk to the door with soundless footsteps. Holding my breath, I quickly slice the card through the slot mounted next to the door's hinges.

With a click, it swings open.

I release the breath, but not too loudly- I'm not out yet. Silence is essential now- I slide over the floor, because to step is to cause what could be too great a disturbance. I move like this, an inch at a time, the pounding of my heart deafening.

Then, voices.

I freeze, flatten myself against the wall, squeeze my eyes shut, just praying that they won't turn the corner. What they're saying is indiscernible- just a senseless ramble- but the fact that it's there is horrid.

After an eternity, the voices fade. I allow my stiff body to relax, and continue sliding along the wall. There's a corner to turn now, and it feeds into what seems to be the main hallway. My teeth grind together. This part will be like taking off a bandaid- painful, but quick.

I wheel around the edge, prepared to sprint into the next empty corridor, breath sucked in, too anxious to breath. My thoughts ring in my head like gargantuan bells: Run, run, run! Don't let anyone see you, or you'll spend the rest of your life as a lab rat. Keep going, keep going, keep-

Shit.

Because I've bumped into someone: A girl, maybe a few years older than me, tall, blonde, staring at me with wide, shocked, maybe even fearful blue eyes. The tag on her coat reads INTERN.

For a second, we do not move, do not speak. I seem ground into place, and so does she. It must be obvious what I am.

I can see it. She knows.

And before I can do anything about it, she reaches behind her and pulls the alarm.

Now, I've taken off. Frantically, I search for a way out, but none appear before me. There are footsteps approaching, growing louder and more rapid.

They're after me.

I've made it to the end of the hallway by now, and hell is there for me at the end:

It's in the form of a wall. A bare wall, save for a single plain, square window, serving as a dead end.

The footsteps cease, and I spin around to see a dozen people, some scientists in white lab jackets, others guards in dark blue uniforms.

"Hands up!" The largest guard shouts. I jolt- is that a gun he's holding?

I suppose this is it, then. I've had my fun, and now I know. I'm their lab rat. I'll remain their lab rat for as long as they want me. They'll do whatever they want with me, and I'll have to put up with that too.

"Hands up!" The guard barks again. He cocks the gun.

He won't shoot, will he? The man with the accent said it- I'm Time and Money to them. Surely, that gives me some sort of immunity- they can't have Time and Money drop dead, can they?

I do not oblige. I stand tall, looking him in the eye. In what seems like slow motion, he pulls the trigger. Behind me, the glass shatters like an explosion of luminous stars. The look in his eyes says it all- that was a warning. Next time, the bullet will end up somewhere else.

I turn to the window. I must be at least twenty stories up- probably closer to thirty. Beneath, cars, buses, and people scramble to and fro, never to guess the horrors happening above them in a thousand years. I think back to the burning, the frigidness, the twisted oblivion.

The decision is made quickly.

I want real oblivion.

Before the guard can prepare another shot, I leap onto the window ledge and slide both my legs over, dangling dangerously in the air.

And then, I allow myself to fall.


	7. Part 1: Peter's Stupid Little Chronicle

**Author's Note: **Tuesday Update! And there _could _be another update coming soon, since it looks like I might be snowed in _again _tomorrow... Seriously, I am DONE with the Midwest. Anyway, please enjoy this chapter! If you review, Peter will bake you cookies! I can't guarantee he won't burn them, and they might be _imaginary _cookies, but still...

* * *

><p><strong>Peter Parker's Stupid Little Chronicle Better Known As His Life<strong>

**Peter Parker**

When most teenagers oversleep, the only consequence they get is a tardy slip.

When I oversleep, buildings burn down.

The faint murmuring of the police radio I "borrowed" several weeks ago finally wakes me up. "Fire department's on their way to Jack's Deli... Don't know how many are inside..."

"Shit, shit, shit!" I bolt upright in my hammock, but the motion knocks it off balance. I'm promptly deposited on the floor. Cursing the stupid inanimate object, my life, and my innate clumsiness (despite any spider-powers), I pull on my suit and mask. In minutes, I land softly in front of Jack's Deli, which has been reduced to charred wood and smolders.

Chaos has erupted around the ruins. Police futilely try to control men in women in office attire, craning to get a look at the disaster. They draw closer to the smolders, with the horrible fascination people always seem to have around catastrophes. I'm swept in with the crowd. Somehow, everyone is too distracted to notice me. Usually, I would be a big deal. In fact, I can't help but take it as a bit of an affront that I'm not right now.

But my egotistical thoughts are soon drowned out by a deafening crack.

The whole Jack's Deli storefront is falling.

Now, people run back, screaming. Police and firemen frantically herd people away. It's a stampede, everyone running for their lives, self preservation preceding everything else.

I don't have much time to act. I thrust a hand out, shooting a thick strand of web at the wood. Slicing down, I'm able to tether it to the ground. But it's still unstable. It'll need more support. The stampede parts around me, like a river around a rock, as I go about my work. As I'm tying down the last strand, I feel a shove. Looking to my feet, I see that the crowd has knocked someone over in the chaos. And they're not going to stop for him.

A foot lands on his face, smashing his glasses. The shards roll down his face like droplets of water. I let out a shout. "Hey!"

Of course, now everyone turns. And, of course, they stare.

"Excuse me! New York's most wanted vigilante coming through!" I wade through the masses, until I reach the poor guy. When I extend my hand to him, he grasps it, but it's all my effort that gets him onto his feet.

He's middle aged, with several wisps of hair awkwardly and painfully combed over his head. The glasses frames still rest crookedly on his nose. He stares at me, his mouth dropped open, revealing teeth more crooked than the glasses.

"You're Spider-Man," he whispers in awe.

"No. I'm George Clooney". He breaks into a smile, showing a mile-wide gap between his front teeth, the sort of gap a first-grader has. "I'm so sorry that happened," I say, reaching for his briefcase, which has burst open and scattered a snow storm of papers over the ground. Quickly, I gather up the papers, straighten them, and press them back into his arms. His suit is wrinkled, so I smooth it out- and while I'm at it, I straighten the shattered glasses, just for the hell of it.

That's when his label catches my eye.

"OsCorp," I say slowly.

"Uh, yeah," he bobs his head. "I'm an electrical engineering assistant."

An idea sparks in my mind. "Do you have to be anywhere right now?"

"Um, no, I have ten minutes of lunch left, but I-"

"Great! Can we go somewhere... more private?" People are staring, and it's beginning to get on my nerves. Besides, once the police are done with damage control, they'll be after me.

"Um, sure". He shifts uncomfortably.

I don't have time to waste. I hustle him into a back alley, behind a nearby Chinese restaurant.

"So- Max Dillon, right?" I ask, reading his name tag.

"That's right," he nods his head in a series of small jerks. "Should I just call you 'Spider-Man', or-"

"Spider-Man's great," I answer. No need to get too personal. "So. Electrical Engineering. OsCorp. What can you tell me about..." I remove my glove and reach into my sleeve, where I put the device I found last night. "...This?"

Max tilts his glasses frames. "I recognize that," he says after a minute.

"Yeah," I say excitedly. "What can you tell me about it?" Every word he says practically needs to be coaxed out of him, and I want to make this encounter as short as possible. Max Dillon is hardly one of the myriad threats OsCorp has to offer, but I still don't want to get too comfortable.

"It's a weapon," he announces, with an air of revelation.

"You don't say," I mutter. He looks crestfallen, which sends a pang of guilt through me. "No, sorry, go on".

"It's capable of delivering an electric shock powerful enough to knock out a full grown man". He frowns. "But it's still being refined. It's not supposed to be cleared for another two months, at least, and under no circumstances should it leave the lab". Curiously, he looks at me. "How did you get it?"

"It was in my Christmas stocking," I reply quickly. "You didn't make it, did you?"

"Well, yes and no."

"Huh?"

"It was my idea," he explains, "But I'm just an assistant. I made up the blueprints, but the lab head got credit".

"Mm," I say. "Sucks, dude".

He shrugs. "It's fine. I mean, I've never really mattered, never really been important".

You know those ridiculously sad animal abuse commercials, with the puppies with the big eyes and the fragile kittens looking scared? You know how those commercials make you feel completely and totally depressed, and fill you from head to toe with pity?

That how I feel looking at Max Dillon right now.

"Hey, you're important to me," I say. "You just helped me right now, big time. You're my eyes and ears out there". I gesture broadly, in the direction of the OsCorp building.

He looks at me, with the expression a child has after getting the preset they've been wanting for months on their birthday.

"Really?" He whispers.

"Really," I say.

He smiles at me with that goofy smile. Behind him, the back door to the Chinese restaurant opens. Out steps a small girl, carrying a large bag of trash. She stares at me with wide eyes, and doesn't say a word.

"Sorry," I say. "Just taking care of some Spider-Man business. I'll go, now".

With that, I shoot a web up onto a telephone pole, and fling myself into the New York skyline.

When I look down, Max Dillon is still smiling that crooked smile and the girl's face is filled with wonder.

That might just make it all worth it.

Another night, another extended period of pain next to Gwen's window. That's how it goes, in Peter Parker's Stupid Little Chronicle Better Known As His Life. I fall onto the balcony, greeted by closed curtains, as usual. Then, I brace myself for the crying.

But there's none.

I lean forward, puzzled. Maybe she's gone out tonight- that'd be good, sitting around at home wallowing in her misery isn't going to do her any good. She should be happy- or try to be, at least. But, no, even though no lamp light shines through the curtain, she's home, alright. I can hear it. Not sobbing- I wish it were sobbing. What I hear doesn't break my heart, but rather, grinds and smashes it into nonexistence.

Creaks, the sound that an old house makes in unyielding winds. Moans- incessant, pleasured moans. And then, a loud exclamation to a deity-

The voice that utters it is low, husky: a guy's voice.

That's followed by a musical laugh; it's the familiar laugh of smiling stars. There's a loud "Shh!"- "You'll wake them," Gwen says.

Yes, she's waken me- obviously, she doesn't miss me.

She doesn't remember. She doesn't care. She'll just fuck the next guy that comes along!

This all feels so strange. It's not the pang that I've nearly grown accustomed to. It's more of a cold stiffness, as if I'm setting myself away from her.

But mostly, there's an all-consuming envy, enveloping me like a cocoon.

I can't stay around; I can't take any more of this. I launch from the rooftop, off into the night. With my webs, I sail away, as far away as I possibly can get.

_New York needs a hero, not a heartbroken teenager._

Well, guess what? This is what New York fucking _gets_.

I can give up everything- my family, my girlfriend, my life- to serve, and I just get a fucking slap in the face in return.

I'm not used to this feeling. It's consuming, terrifying, but not unwelcome. Why _shouldn't_ I be angry? Why the fuck do I have to endure this..._shittiness?_

My motions are automatic- I'm thrusting out webs madly, desperately trying to put as much distance between me and her. I'm in the Bronx now, and my vision is nearly red. Is it rage? Is it exhaustion?

Does it even matter?

The red seems to wash over everything. Then, there's the sharp pain of my head hitting solid ground, and the black that follows.

And my last thought:

_I wish I were him. _


	8. Part 1: The Feline Err

**Author's Note: **I think this is my favorite chapter so far, personally! It's pretty much the only thing that's stayed remotely the same between my early drafts and the final draft. Hope you guys enjoy it, and please drop a review if you get the chance!

~Argeiphontes

* * *

><p><strong>The Feline Err<strong>

**Autumn Legler**

The ground rushes towards me. Good. Let me splatter. Give me the pain. It's worth it. It's worth it, if I can die unfettered.

But, in a long sequence of strange happenings, the strangest happening happens.

Time slows, to the point where it could be wading waist deep in mud. A force overcomes me, dictating my spread-eagle body. I twist in the air, turning over so my feet are pointed at the ground. My muscles relax, but the rest of me tenses, preparing for impact. My extended arms slow my fall. Impulsively, I want to shut my eyes- this will be messy- but instinctively, I keep them open.

When the balls of my feet hit the hard concrete thirty stories below the window from which I jumped, I should be dead.

But I've never been more alive.

I let that sink in.

I'm alive.

It's impossible.

I'm alive.

Have I ever been so shocked?

_I'm alive._

Nothing's hurt, nothing's broken, I'm all in one piece. My laughter rings out, a song of defiance. _Take that! Your stupid guards can't kill me, your scientists can't kill me, even gravity can't kill me!_

And then, I realize.

There are people watching me. As they should be, I suppose. They just watched me survive a fall that should have killed me completely unscathed. The same startled, awed, perplexed expression is cloned on each person's face- men, women, children, grandparents, couples and singles, a family of seven and a family of three. Their eyes seem to bore into me. Heightened senses allow me to see the subtleties of their interest. There are lines to their faces I wouldn't have noticed in a million years before this, a scent of interest that they all carry that I swear I'm not imagining. It's the most maddening thing ever, hitting me like a brick wall, causing me to stagger and sway. I'm dizzy, but my vision's too good for anything to go out of focus. Curious whispers are deafening echos to my ears.

Focus, Autumn. You need to get away!

I've spent fifteen years in this city. It would be a shame if I couldn't navigate it like the palm of my hand. Home is straight east across 57th street, followed by a right onto 2nd Avenue and a left onto 46th. I charge down this route, knowing that it will take me at least twenty minutes to make it there- it's nearly two miles- and I don't have time for that. OsCorp has cars, no doubt. They'll catch up with me in seconds.

It's a stupid choice, since I don't have the stamina, an olympic athlete doesn't have the stamina, but I surge into a full-out sprint.

I wait for my breathing to become labored, for fatigue to seize my muscles with its weakening venom. Ten seconds pass. Twenty. A minute.

It takes me just about that long to realize:

I'm not tired.

Exhaust has no hold on me. I'm continuing at the same speed I started at, and I've just now reached the turn onto 2nd Avenue. A bitter laugh, a laugh of disbelief, escapes my lips. This is weird. I'm not athletic in the least. And now, I'm defying nature? I shake my head. I survived a fall out of a thirtieth story window. This isn't a stretch.

But it's weird, and more than anything else, I want an explanation.

I've made the final turn now, and I hear cars behind me. My breath catches- despite everything, have they caught up with me?- but I release it as the cars go by without slowing.

Is it me, or am I matching their speed?

No matter, the apartment building is right there. 50 yards, 30 yards, 10-

I burst through the door, not even stopping for breath. I don't need it. I charge for the elevator, but change my mind halfway there. It will take too much time. I want to get home. I want my mom. I feel like a small, pathetic child, as dependent on her as I was as an infant, but I want her. I've waited through oblivion for her, after all.

As I go for the stairs, I hear the receptionist raise her voice. "Excuse me? Can I help-?"

I must be quite the sight, but the disgusted, annoyed tone in her voice bothers me nonetheless. I tune her out.

It's ten flights of stairs, but I don't care about that. They come as easily as the run. The best part is, no one ever takes the stairs, so no one sees me. There's no staring, nothing to explain.

Finally, I burst through the door on the tenth floor landing, and sprint that last little stretch to my apartment. The door could lead to heaven; I've never seen anything so beautiful. I stand in front of it, panting, but not from exhaust. No, it's more from anticipation, from nerves. How do I explain this to her? She'll think I'm crazy. And somehow, that seems like a betrayal.

I take a deep breath in, and I knock.

A second later, the door opens. I'm greeted with a creature that might have once been my mother. Shadows hang under her eyes the way they hang in dark alleys. Her lips are dry and cracked, her cheeks hollow. Blonde hair is matted and thin. I can swear she's lost weight.

But her eyes are still bright and warm and loving. Without hesitation, she crushes me in her arms. I can tell she never wants to let go. She puts her head against my shoulder; numbly, I realize that I can each feel bump of her skin against mine. It's irritating, and I want nothing more than to pull away. But it's my mother, who has been worried sick about me for God knows how long. So, I endure it, but dully. Is this what my life will be, now? I can't have physical contact with those I love because it's too uncomfortable?

I wish I'd punched Harrow harder.

After an eternity, she releases me. Her eyes are red, puffy, and wet. The wetness is fresh, I can tell, but the puffiness has obviously been prolonged.

"How long has it been?" I ask, afraid of the answer.

"Three days," she chokes out between sobs. She places her hands on my shoulders, squeezes me as if to reassure herself that I'm actually there, and brings her gaze to my eyes-

She pales. Her lips tremble, her grip on my shoulders slackens. Her eyes are possessed by a horrid, repulsed fascination.

"Mom," I say, but she doesn't respond. "Mom. What's wrong?"

She only shakes her head.

"What's wrong?" A high, hysterical note enters my voice.

She still doesn't reply, only herds me into the apartment and locks the door behind us.

"I'm sorry, Autumn," she whispers. "I should have known. I should have known."

"You knew?" I'm not sure whether to be shocked or outraged.

She only shakes her head again, more vehemently this time. "I called the police ten times. Ten times! They didn't do anything. They didn't put out an Amber Alert, didn't look into it in the least. At some point, they stopped picking up my calls. And when I tried to call the officials- the FBI- they told me to call the police." Now, she's flat out bawling, her whole face soaked with tears.

My blood boils as the perplexion sets in. "It's OsCorp," I say.

She nods. "I know."

"How?"

Her chest heaves. "Your father..."

"What about him?" No reply. "What about my father?"

I've never met him. In fifteen years, my mom has only mentioned him once, and that was in first grade. "Your father was a bad man," she said, staring off into space. "I left him. I hope you never meet him."

"Mom," I say, silently demanding answers. But it's futile. I wait, a minute, two minutes, before realizing this.

So instead, I tell her my story. "They came for me in the middle of the night. Held me at gunpoint. Made me go with them. He knocked me out and I woke up at OsCorp. Harrow was there. He'd been following me all day, mom. I should have told you, but I thought I was being paranoid. He knocked me out with an injection, and I was in pain for a long time after that. Then, I woke up, and it's been so weird. My senses- it's like they're a thousand times better. I beat him up, knocked him out, and escaped by jumping out a thirtieth story window. It's insane, I know it is. But I swear, it happened. And then, I ran back here."

Some cognition seems to return to her blank expression as I tell her this. "Sweetie, bring me a mirror."

The demand catches me off guard. "Huh?"

"A mirror," she repeats, her words hollow.

I oblige. I take a blush compact left out on the counter and bring it to her. When I try to press it into her hands, she refuses it, however. "No," she says gently. "It's for you."

For me.

With a dull feeling, like lead poured down my throat and settled in my stomach, I crack the compact open.

Initially, I'm confused. Nothing about me looks different. Same smooth, cinnamon colored skin, same straight black hair, straight nose, dark lips. Puzzled, I blink.

And then, I see it.

My own dark eyes do not stare back at me. No, the eyes I see are a bright, brilliant yellow, entirely yellow. The whites are gone; the boundary between the whites and the iris seems to have dissipated. But most alarming are the pupils. They aren't remotely round, like they should be. Instead, each pupil consists of a thin, vertical slit.

I blink, rapidly, before looking again, praying I was just imagining it.

But the cat eyes still stare back at me.

I turn to my mother, breathing heavily.

"They did this to me," is all I can say.

Something seems to snap in her. "We have to go," she says, urgently. Suddenly, she's fumbling for her purse. "Don't take anything," the imperative note in her voice rises; she's almost shrill. "I'm calling a cab."

"Where are we going?" I shout after her, as she vanishes into the next room to grab something else.

"As far away as we can," is her reply.

"We can't escape them, mom," the hopelessness sets in. "They're an international company. And he said it. I'm time and money. Lots of it. They're-"

She enters the main room again. Her mouth is set in a straight, expressionless line. "Who said it?"

"A man. He had an Indian accent."

Her eyes flutter shut. She shakes her head, slowly, and her hands clench into fists.

"That asshole," she growls. "That goddamn son-of-a-bitch!"

I blink. I've never seen her remotely like this before. "What? You know him? Who is he?"

But she just continues to shake her head, like she didn't hear me. "Time and money. Just time and money," she laughs bitterly.

"They'll want me back. As far as we know, I'm the world's first human-feline hybrid. I'm important, and they're not just going to let me get away". My breaths increase in speed, to the point where I'm nearly hyperventilating.

She stands up, abruptly. "So you're saying we should just sit here and wait for them to come?"

I open my mouth, speechless for only a moment. "No! Of course not."

She brings me into her arms. "I'm sorry, honey. I'm sorry they did this to you."

I nod. "I know." The tears begin to well in my eyes, too, and they've never stung so badly before.

"I swear-"

But I never get to hear what she has to swear. At that moment, there is a loud banging at the door. Too late, I realize it's being broken down. It falls with a THUD, and is promptly trampled by the horde of guards in OsCorp uniforms that file in. Each carries a menacing machine gun, but that is not nearly as menacing as the tiny silver "O" sewn over each navy blue pocket.

"Step away from the girl!" one barks. He trains his gun on me. Taking a deep breath in, I urge myself to stand tall, not to acquiesce to their prowess. It occurs to me that I'm merely an experiment; I'm not to be afforded the luxury of being addressed like a person. It is only my mother who gets that privilege. She too stands defiantly under their gaze, under their guns. Earlier, she seemed broken, disturbed, but now, she possesses a calm strength that can't be anything but amazing.

"Step away from her, or we'll shoot!" he repeats.

With narrowed, icy blue eyes, she spits a single word. "No."

I grab her wrist. "Mom. No. It's ok. Don't do this."

She doesn't seem to hear me. She shakes off my grip and moves in front of me, shoulders squared.

"You can't have her," she hisses. "You can't have her back!"

My heart pounds furiously. She doesn't understand! I'm valuable to them; they won't hurt me, but they won't hesitate to pull the trigger on her. "Mom. Please!"

I hear him cock the gun. Following the noise, time seems to slow down, into a series of distinct events.

"Stop!" I shout. "Stop!"

But my mother doesn't step away. She only lifts her arms to her sides, forming a flimsy barrier between me and the guards. "Go fuck yourselves!" She shouts. "Go fuck yourselves, you bastards!"

I hear him pull the trigger too late.

Even though I grab her, wrench her out of the way, the bullet still hits the side of her chest.

She crumples in my arms. The blood soaks through her clothes, onto me. It is hot and sticky and smells repulsive; the pang is far more sharp than it should be. Her eyes are dull, her face pale. And her words are quiet; I doubt I would have been able to make them out before.

"I love you," she whispers. "Be good."

And the light in her eyes dulls forever.

I want nothing more than to crumple beside her body, to sob for the rest of eternity. But I can only mourn for a split second, because what she did was deliberate, and it had a purpose. I drop her body, sprint for the window, and smash right through. Glass shatters around me, ringing musically against the floor. Blood trickles down my now stinging right hand, but I'm too adrenalized to pay attention to it.

Without hesitation, I jump.

The fall is shorter, giving me less time to prepare, but I know what to do this time. The rotation is facile, the position completely natural. Even as the guards' bullets fly by my head, I am not afraid. My impact is unbelievably light, and I waste no time getting away.

I thought I was running fast before, but this speed is completely unfamiliar. However, it is not unwelcome. This is my sprint, now. Before was only a jog. Somehow, maneuvering around pedestrians is second nature, but I don't stay on the main streets for long. After three blocks, I begin to tire, and a small alley exists to my right, tucked between two buildings. It's clear that I can't outrun OsCorp, but just maybe, I can hide.

The alley proves to have a disappointing selection of hiding space, though, but my grief keeps me from wanting to move anymore. So, I take the best I can get. And that happens to be the space between two dumpsters. I'm just tiny enough to squeeze into it. And it's hardly cozy, but who am I to complain?

So, I just bury my face in my hands, and try not to think too much.

But that doesn't stop the tears from coming.


	9. Part 1: A Web of Deception

**Author's Note: **Hey everyone! You'll notice I've relabeled the chapter, with "Part 1". I've decided to split the narrative into three parts, following a three-act structure. It doesn't change any plans for the actual content of the story, only the way it's organized. Hope you like this chapter! I'm just curious: which chapter do you like better, Autumn's or Peter's? Tell me in the comments!

~Argeiphontes

* * *

><p><strong>A Web of Deception<strong>

**Peter Parker**

I'm awakened by the shrieking siren of a police car. Groaning, I prop myself up on one arm. At first, my surroundings are unfamiliar, until the events of the last night come back to me in a vicious flood. I try not to think about it too much, but the sharp pang of hurt can't be ignored.

I get to my feet, disoriented. The sky is streaked with the dusty colors of pastels; evidently, I've slept through the day. The evening fall wind is furiously cold. I rub my arms for warmth, but encounter a strange bump on my left sleeve. I frown, but then I remember: the weapon from OsCorp.

And that reminds me- I'm supposed to be investigating. I stretch my arms out in front of me, cracking my knuckles. Sleeping on the roof has made me stiff. My initial leap off of the building brings a bout of soreness, but I ignore it as I fling myself back to Manhattan.

By the time I've made it to the OsCorp building, the sun only illuminates a sliver of a half-circle above the horizon, and the lights of the city have taken over its job. I release a long strand of web, spiral through the air, and use it to draw me onto the building. I stick against a window maybe 25, 30 stories up.

Strangely enough, it's dark.

I've never seen the building entirely dark, even at night. But, staring through the window is like looking through an empty void. As eerie and menacing as the building is normally, it's far worse now.

I glance down. The window below mine is completely shattered, oddly. I'm mentally kicking myself for sleeping the entire day. Something happened, something important happened, and I missed it! I make myself a vow: this is my only concern, from now on. Forget Gwen, forget that guy, forget all of my stupid feelings. I am Spider-Man. That's it. I am Spider-Man, and nothing else.

Looking down, I see a group of men in dark blue uniforms file into a large van. Even from this distance, I recognize the uniform as the one the man who attacked me was wearing. As the car begins to drive away, I quickly make up my mind.

It continues down 57th Street in a straight, unperturbed line. My wrists frantically move to keep up. Each strand of webbing can only get me so far. Usually, I'd enjoy the trip, adding in flips and turns when I got the chance. But my sole focus is that navy blue van.

It suddenly makes a sharp turn onto 2nd Avenue. Cursing, I follow, but with difficulty. I have to shoot off to the side and sharply twist around to make the turn after it. Corners are a pain in the ass, at my own pace. At someone else's fast one... they're a bitch.

The car only travels down 2nd Avenue for a short while, before turning onto 46th street. Thankfully, that turn isn't nearly so abrupt- a traffic light prevents that. The van only continues along that street for a short while before stopping next to a tall apartment building. I find a perch on the roof, and watch crouched on it, attentive.

The OsCorp men do not take the front door. I figure that would cause too much commotion- they're all armed. Instead, the take the fire escape- ten stories up. Silently, I wait for them to reach their destination, which happens to be a small apartment with dark windows; either the occupants or asleep, or it's vacant. Once they're all inside, I make my way to the edge of the roof and begin to climb down. The building is about thirty stories tall, so I have to awkwardly shuffle down twenty stories, but then, I'm able to drop onto the side of the fire escape- I can just see them, but they can't see me.

There is a man in a white trench coat giving the guards instructions. I'd guess he's about fifty, but his face looks like it's been weathered by the elements for a thousand years. He seems to radiate his stress off of his skin. "This afternoon, fifteen-year-old Autumn Legler shot and killed her mother in this apartment," the man says. The half dozen guards nod solemnly. "I've been selected to test some cutting-edge forensics technology that I recently developed. And, I'll need some assistance."

Something inside me knots. All murder is bad, don't get me wrong, but I believe that murder of one's own family is the worst kind of murder. Maybe it's because I've lost so much of my own family, I don't know. But it makes me feel sick to my stomach. Part of me wants to track down this girl and make her sorry right this moment, but I fight the impulse and keep watching the OsCorp workers.

"The four of you," the man in the white coat gestures to the guards in the back. "I want you to go looking for her, or for evidence, at least. She jumped out this window-" he gestures to the shattered glass in front of him, "in order to escape. She's unlikely to be dead, as we don't have a body. Until we do, we must assume she's alive. If she is, she probably hasn't gotten too far." The guards nod in response.

Then, they turn to file back down the fire escape.

I have only a split second to flatten myself against the wall so they can't see me. I hold on only by the adhesive tips of my fingers and feet. By some miracle, they do not notice me, and instead run right by. The second they pass, I return to my earlier position.

The man now addresses the two remaining guards. "I understand the two of you were on the force tasked with recapturing her this afternoon." His tone is accusatory. "So, I'm going to ask you once, and I want answers. What the hell happened?"

"The mother got in the way of the girl," one of the guards says. Even though I'm so inclined to loathe them, I can't help but pity them. The one talking seems truly petrified, and the other one looks as if he's about to wither under the man's gaze.

"So you shot her?" The guard's superior snarls. "Do either of you have any idea what a fucking mess this is? The media is going to be all over this!"

"We had no choice, sir," the other guard nearly whispers.

"No choice?" The man is livid. "She's a fifteen year old girl!"

As the scene unfolds, I can watch only with disbelief.

"Her mother," the guard reiterates. "She was in the way!"

"You couldn't have torn her away without a weapon?"

"But then we'd have to deal with the girl," he points out.

"A fifteen year old? You're afraid of a fifteen year old?" Now, I wonder if the man in the white coat is completely sane. From the edge in his voice and the cloudiness in his eyes, he seems to be quite the opposite.

"Look what she did to you!" The first guard boldly gestures to the man's nose, which, for the first time, I notice is covered in a bandage.

"There were a dozen of you!"

"Who knows what you did to her?" he steadily holds his gaze. "I don't know what goes on in those labs. Hell, I don't want to know, and I sure as hell don't want to ever find out. Especially not the hard way."

"At least we got her scared," the other says. "When we find her, she's not going to fight us."

The man in the trench coat screws up his face, as if there's something he wants to say, but is contemplating whether to say it. The expression quickly passes. "Fine," he spits. "It's not like there's anything I can do about it now." He turns and walks further into the apartment. "But, we have to act fast, before the police show up. The woman's already in the body bag. Any evidence- anything with blood or fresh DNA on it- is to be destroyed upon return to the laboratory."

The men follow him, and I have to push myself up slightly to keep them in view. The three stuff various objects into pure white anticontaminent bags. This goes on for maybe ten minutes. Then, they turn to leave. As they walk towards the fire escape, the man drops an object onto the floor. It makes a loud CLUNK. Only then do I realize what it is.

A gun.

"Already marked with her fingerprints," he says.

They continue to approach the fire escape.

With a cold feeling, I drop back into the night.


	10. Part 1: In the Wake of Devastation

**Author's Note: **Hi everyone! Saturday updates are now Friday updates, because it's more convenient for me. Thank you, to all of you who have followed, favorited, or reviewed! I'm still curious to know: which POV do you like better? I'm tweaking the plan for Part 2, and no matter what I do, you will be hearing more from one character than the other. I would like to take public opinion into consideration, although the decision is ultimately mine, obviously. If there's going to be an odd number of chapters, who should end up with more, Autumn or Peter?

Without further ado, here's the update!

~Argeiphontes

* * *

><p><strong>The Wake of Devastation<strong>

**Autumn Legler**

Tears can only last so long. Soon, my eyes seem to dry out, leaving nothing but desperate thirst and gnawing hunger. When did I last eat, anyway? Not since the night before I was kidnapped, I suppose. I have no choice. I have to leave my hiding spot.

At first, I move slowly, crouched, ready to dive for cover at the first sign of danger. However, I quickly establish that the alley is complete vacant. I relax, but only a bit.

I know this part of the city fairly well. On nights when I couldn't sleep, I'd run out and grab a coffee from Starbucks, or just sit on a bench and watch the city at night. To my right should be my Starbucks. To the left of that, a McDonalds.

Normally, I wouldn't get within fifty yards of that place. However, being so fastidious isn't an option anymore. Quietly, I slip from the alley, into the few shadows of the bustling street. It's necessary to stick to the back of the crowd, to keep my gaze downcast, to not draw any attention to myself whatsoever.

It works. No one gives me a second glance.

I end up plastering myself against the back wall of the building, right by the dumpster. The scent of the food makes me feel dizzy; my hunger consumes all of my thoughts. I can see the food being prepared through the drive through window. Inhaling, I close my eyes. I just need to wait until the worker takes a break, just a little while.

I wait an eternity, it seems. After a thousand years have passed, and business seems to have considerably lightened up, the worker leaves.

That is when I swoop in. I do so gracefully: the drive through window has been left open, and I'm slender enough to slide right through. It doesn't take me long to claim my prize. I snatch the first big mac I see, and leave the same way I entered.

The worker will never miss a single big mac, I am sure, but that doesn't ease my paranoia. I surge through the back allies, rivaling cars with my speed. The burst does not last more than a few blocks, so I soon collapse against the side of a building, my chest heaving. I do not remember being so tired before, but perhaps, my hunger had not caught up with me then.

With fumbling, fatigued fingers, I unwrap the burger. It is still warm, the bun soft and the cheese molten. The texture of the bun is grainier than I would have ever noticed before, yes, but somehow, I find that appealing. I take in the scent with uneven gasps. Who knew fast food could smell so divine?

I am so famished that I consume the entire thing in a single minute. And then, I sit, numbed by an iciness that I cannot fathom.

My mother.

Only a few hours ago, she was alive. Frantic, panicked, worried sick for me- but as vivacious as the planet as a whole.

A single moment, and all that was shattered, like a careless child knocking over a prized vase.

The tears threaten to come again, but I swallow them down. I've cried too much in recent hours. Weakness will not save me; strength will.

I glance up. The New York City nighttime sky, cloaked in smog and penetrated by urban lights, bears no stars. Never has, never will. As much as I love my hometown, I hate that: as an aspiring physicist, the stars instill a sort of reverence in me. I try to see them, anyway. I close my eyes, picturing Orion to the South, the Big Dipper to the North, and the trillions of other scintillating lights that are obscured. To them, I state my unspoken, unformed prayer for my mother. Raw emotion speaks louder than any words I could utter; distant balls of gas listen more attentively than any deity ever would.

Footsteps tumble into my serenity, breaking it into mere fragments. My blood surges, my eyes snap open, and I jolt into a state of hyper-awareness. The smell hits me with the ponderance of an elephant: chemicals and medicine and metal and blood.

Evasion consumes my mind. Half a dozen OsCorp guards are approaching, and rapidly. I can smell each of them distinctly.

I stumble to my feet.

This is it. It's over. Less than 24 hours, and they've found me.

I shake my head, just a little.

Not unless I decide so.

Crouching, I tense the muscles of my legs.

The clicking of the gun's magazines echoes behind me.

I explode upwards. The second the tips of my feet hit the rooftop, I take off running. A quick glance behind reveals that the guards have not reached the rooftop. Yet.

My feet curl against the building's edge. My arms flail in a desperate attempt for balance. Panic grips me with its iron talons. My breath knots in my windpipe.

All the while, the sound of feet pounding against the metal fire escape grows louder.

I find balance.

I am separated from the next building by a gap of fifteen feet. It is a few feet higher, too.

Again, I crouch, for power's sake.

And I leap.

I seem to defy gravity. I sail upward and out. I am only vaguely aware of the guards' curses behind me. My arms extend. My feet hit.

And I absorb the shock in a crouch.

Checking behind, I lower myself, defensively. They've already gone down the building; they'll anticipate me somewhere else, no doubt. I can't hide any more. I need to outrun them.

A billboard hangs at jumping distance, advertising a play. The post I need to grab is thin, but I have no better options.

I launch myself without thinking too much.

I am tensed. I am prepared.

But I find my hands closing around empty air.

My plummet is immediate. When I fell earlier, it was deliberate. I had time to prepare my landing. This is too sudden. My instincts elude me.

I am falling.

Part of me protests. I'm not willing to die. Part of me resigns. Living's been a lot of trouble as of late, and at least I'll see my mother.

Then.

An odd sensation in my fingertips- a slight twitch.

And I'm dangling from the metal that makes the framework of the billboard. I glance up.

I'm literally holding on by the tips of my fingers.

No.

Not fingertips.

Claws. Sharp, silver, thorn-like claws.

I have a million questions, but I swallow them back. I hoist myself up with upper body strength, using the claws as anchors, and manage to set my feet on a metal beam. It takes some effort to withdraw my claws from the beam they're embedded in. I'm amazed that they're strong enough to hold my body weight.

An idea hits me, the brilliance of it like a sharp and surprising gust of wind.

I look back. The guards seem to be arguing with each other, perhaps deliberating over the best way to catch me.

If this fails, I have time to regroup.

The billboard hangs maybe ten feet over my head. I lower myself, find my balance, and jump. My outstretched, claws strike the soft posterboard and sink in easily.

My feet dangle; my heart pounds.

They do this in movies all the time, I tell myself.

I withdraw my right hand, move it higher than the other, and sink the claws back into the board. It's like climbing a rock wall with two knives, using one as a hold while moving the other, Before tonight, I would have found the idea laughable. Now, it is perfectly executable.

It takes me less than half a minute to scale the entire thing, using only my claws.

The top edge of the billboard is perhaps three inches wide.

I bite my lip and inhale sharply through my nose. Desperately, I try not to look down, even though I no longer have any reason to fear heights.

Carefully, I reach out with a single foot, testing my weight.

The billboard holds.

Holding my breath, reaching my arms out for balance, I begin to walk across it.

I trip on flat ground on a regular basis.

But, as I complete this horrific tightrope act, I don't do so much as sway. I glance back. The guards are catching up, but slowly.

I smile, just a little.

I can't have that.

I begin to sprint.

My feet strike where they should, nowhere else. As a result, even the slightest falter evades me. At the end of the billboard, I push through my legs and sail through the air, flipping once. The landing is gracefully fluid, and I keep running.

It becomes an instinct; I navigate rooftops, wires, poles, and thin air with ease. I do not hesitate, I do not fear. There is only the rush of wind in my ears, the exhilarating pounding of adrenaline through my veins. I am not a creature of the ground; I am the sovereign of the sky. Each leap, each flip, is only natural.

It becomes apparent to me, somewhere in a triple somersault over the Upper East Side, that I'm no longer human.

I'm something better.

I unsheathe my claws and brace to stick into the wall of a building. They embed and I release, dropping into the alley below.

I'm a cat, I think as I fall.

But the second my feet touch the ground, my euphoria is knocked out of me.

My various problems begin to pellet me. Each is a sharp little pebble, an irritation, and each sinks a little deeper into my skin.

I'm homeless.

I'm in the middle of Harlem with nowhere to go.

I have no money.

I have no family.

Fuck, I don't have anything.

I don't even have my humanity anymore.

That one probably hits me the hardest. It makes me want to double over, right then and there.

And I never got to finish my burger.

I sink against the side of the building.

A long breath escapes me.

But, I shake my head.

I'm tired of feeling tired for myself. Why should I? I never did before. No matter how much work I had to do, no matter how much stress I was under, I dealt with it. "Suck it up," I'd tell myself.

Yes, things are different now. Yes, there is no way I can compare my schoolwork to my past three days.

So, I turn myself to ice, to stone. I am solid, I will not be swayed.

I look up, into the city smog.

And I think:

I was flying up there.

And:

If I can fly, I can manage this, and whatever this entails.

Then:

You know who else flies?

I answer myself:

Spider-Man. He flies. At least, he swings around, high up.

I'm a little like Spider-Man.

It clicks, then and there.

No one's caught Spider-Man yet, because they don't know who he is. He is shrouded by his mask. By wearing it, he is everybody, yet he is nobody. He is the most famous person in the city, but he is invisible.

I don't need fame, but I need invisibility.

I need to be the cat, not the human. Humans on the street are a tragedy. Cats on the street are merely part of the scenery.

I need resources.

I need to survive.

I need a mask.


	11. Part 1: False Reality

**Author's Note: **Tuesday update! It's a bit of a short chapter, but it's a necessary one. In a very helpful and detailed review, Lahiwe pointed out to me that Autumn doesn't have much backstory, which I can see now that it's been brought to my attention. I had _pages _written about the character in prewriting, but I sort of overlooked it with the stress of writing the story. So, I've gone back and added more backstory in chapters 8 and 10. It might be worth it to take a look...

As always, please enjoy the chapter, and thank you for your follows, favorites, and reviews!

~Argeiphontes

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><p><strong>False Reality<strong>

**Peter Parker**

I do not feel particularly kindly towards The Daily Bugle. More often than not, their headlines slander my masked counterpart, declare him a menace to the city. The editor-in-chief, J. Jonah Jameson, has a particularly heartwarming loathing for Spider-Man. Not a week passes where he writes at least one unflattering editorial denouncing me. If I ever come face-to-face with the man, I'll have some very choice words for him. Not to mention some rather embarrassing editorials destroying his credibility.

Despite all those hard feelings, I now find myself with a copy in my hands.

Today, the headline reads: Woman Shot in Midtown Apartment; Fifteen-Year-Old Daughter Suspect.

Beneath the headline is a portrait of the aforementioned girl, her lips set in a straight line.

According to the caption, her name is Autumn Legler.

Cold shock spreads over me.

It seems that the Bugle is set in its tradition of falsifications.

I swallow down my outrage and begin to read the article.

_On November 16th, fifteen-year-old Autumn Legler was reported missing. Two days later, neighbors reported a gunshot heard from her apartment on the tenth floor of the Belmont building. Police investigation revealed that her mother, Dr. Mira Legler, had been killed by a bullet wound to her chest. The girl is still missing._

If OsCorp can't find her, these guys don't have a hope in hell of doing so.

_A gun containing the younger Legler's fingerprints was found at the scene. "We are all but certain that the woman's daughter is culpable," an anonymous member of the NYPD stated._

Lies, lies, lies! I saw the man in the trench coat plant the gun. I saw the OsCorp security guard fess up to killing the mother. Autumn Legler is not responsible!

_The window of the apartment building was found shattered, suggesting that Dr. Legler's killer jumped and fell ten stories. "Such a long fall is nearly certain to kill a human being," said the NYPD's head of forensics, Dr. Leigh Mason. "If the killer did indeed leap from the window after shooting Dr. Legler, it should be only a matter of time before a body is found." So far, a body has not been recovered._

Here, I hesitate.

She should a pancake. _I_ probably couldn't survive that fall.

But that security guard said... what was it? They_ did_ something to her.

_A. Legler, a student at Midtown Science High, appears to be well regarded by her peers and teachers. "I can't believe it," one student remarked, shaking her head. "She was always so friendly. Quiet, though." One of the girl's teachers, Mr. George Thompson, shared a similar reaction. "Miss Legler?" He stared off into space, seemingly shocked. "She's one of my most hardworking, respectful students. To think..." When asked if Legler displayed any signs of mental instability, he replied, "She was often withdrawn, didn't have many friends. She was competitive, too, especially academically. She was hard on herself."_

_As of the moment, Legler's motive remains unknown. The mother and daughter appeared to have been on good terms. Marcus Strong, NYPD's Chief of Police, has announced a reward for any information regarding the whereabouts of Miss Legler or relating to the case. "If we aren't certain she's dead, then we have to assume she's alive," he said in a conference. "And, as of the moment, she is the leading suspect in the murder of her mother."_

I drop the paper, hands shaking.

Without a second glance, I head back to the abandoned gym.

Sometimes, when the weather's not too crappy, I sit on the roof of the gym and think. Today, the wind bites, but not too badly. My suit provides some protection from the elements, anyway.

My handheld radio is tuned into the police channel. Usually, I get a bunch of shit: officers talking about their kids, their pets, their cars, other assorted crap. Today, however, I get a show. Everyone's on high alert over the Legler case. Any shred of a tip is followed to the end. Forget leaving stones unturned, each pebble is ground into a fine pulp as to not miss a speck of evidence.

This makes my job all the more difficult.

"A shop in Harlem reported a burglary," someone says over the radio. The words are spelled out between heavy static.

"How much was taken?" Another replies.

A chuckle. "Twenty and a pair of leggings."

"The murder case is the priority. We're not wasting men on a... misplacement," the other guy snorts.

"They won't stop whining."

"If it makes them feel better, ask other stores in the area to report suspicions. We don't have time for this crap," the tone is final.

The line is relatively quiet for the next few minutes.

I allow my thoughts to wander. The facts are fragmented, and now, I try to glue them together. The guards said that the girl was in the OsCorp labs, for whatever reason. They seemed afraid of her, of something they did to her.

I nod. Ok. Not too complicated.

She disappeared four days ago.

I frown. This is where things begin to get confusing.

She was at OsCorp, somehow. Three days later, she was either released or escaped and went back home.

OsCorp sent security guards to bring her back. Then, they somehow killed the girl's mother and the girl jumped out a window, survived, and got away. Now, she's being framed for the murder.

So many unknowns, but one thing is certain:

Autumn Legler is innocent, and I'm the only one who knows.

"I checked in on those stores," the voice on the radio says as I swing over the Upper East Side.

"Yeah?" The voice is gruff, distracted.

"A few of them reported some more missing stuff- a piece of clothing here and there, a little bit of cash, maybe some food. Oh, and a cat mask," he elaborates.

"A cat mask?" comes the snort on the other end. "You've gotta be kidding me."

"Nope, the halloween store uptown is losing its shit over a cat mask from the clearance bin."

"It's paranoia. You suggest there's a thief about, they start to notice their lousy storekeeping. Leave it. Focus on the case."

"But all the clothing's black, and it's all the same size, and-"

"Leave it."

"Yes, sir." A burst of static, and the radio falls silent.

In a triple spiral over 70th Street, it occurs to me:

What would I do, if I resorted to petty theft to survive?

I would take just enough to slide under the radar and still make off with what I needed.

This is a stretch, but I consider it, anyway.

Why would I resort to that?

If I were on the run, and I didn't have the time nor the resources to get stuff any other way.

I pick up my pace.

If the police get to Autumn Legler first, she'll be convicted of murder. If OsCorp gets to her first... who knows what they want with her?

From what I've seen from OsCorp's experimentation on human subjects, it's pretty horrific.

She had better pray I find her first.


	12. Part 1: The Black Cat

**Author's Note:** Thanks for your support, everyone! Part 1 is drawing to a close over the next few chapters, and I'm really excited for what comes next!

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><p><strong>The Black Cat<strong>

**Autumn Legler**

I allow myself to melt into the shadows of the wall. Sharply, I inhale, and smell that I am alone. From my pocket, I remove black lace, and slide it over my head.

I catch the gaze of my reflection in a nearby store window. I cannot help it- I smile.

This is so utterly ridiculous.

I shake my head.

Ridiculous, but in its own sense, necessary.

Letting out a breath, I turn the corner. Barnes and Nobles Booksellers looms over me.

Nerves clench my stomach.

Breaking and entering hasn't proven to be an issue for me. Nor has the actual stealing. But those were smaller- little shops, rudimentary security, easy heists. This is a national chain, and likely to be well protected.

I shift my gaze upwards. There is a small ledge, maybe twenty feet above. Over that, a window. Not much, but enough.

Pushing through the balls of my feet, I explode upward. I land on the ledge gently, soundlessly.

The window isn't locked, but it is sealed tightly shut. I unsheathe the claws of my right hand and slice through the rubber binding. Once freed, it opens easily.

Silently, I drop into the cookbook aisle. The store is obviously deserted at night, but I refuse to take any risks. Stealth is imperative.

I have visited this store many times. I know that the textbooks are in the back left corner, so that is where I head.

The room is unilluminated, hopefully impairing the function of any surveillance cameras.

With a start, I realize that my own vision is unaffected by the dark.

The sensation is odd- I can note the lack of light, but I can see as if it were midday. However, the city streets shine twenty four hours a day, rendering this skill nearly useless.

But not quite.

There is a single shelf of textbooks, and I kneel next to it. Unfortunately, they are arranged by author, not by subject matter.

I skim the titles. European History, Conversational Italian, Asian Art...

My fingers linger at a thick volume entitled The Mathematics of Parallel Universes.

I'm too tempted. I place it in my bag.

Finally, I find something promising: Recombinant DNA, 3rd Edition.

I am starving for answers. Just holding the book satisfies me.

Covertly, I slip it into the bag over my shoulder, and exit the store the way I entered. I worry that somehow, even my window escape could trigger the alarm, but my concerns are for naught.

I drop back into the streets and take off in a sprint. The darkness cloaks me as I run through the back alleys. My only goal is distance between myself and my heist; I've been completely mobile, assuming OsCorp will have more difficulty finding me if I constantly change my location, so I have no home to return to.

After a while, I must cross one of the busier streets of the neighborhood. The crossing light is far too mundane for me, now. I simply dash across the street.

Out of the corner of my eye, red and blue lights flash rapidly.

My blood freezes.

I've tried to ignore the paper headlines. I'm too infuriated to stay rational about that situation. Perhaps, cynics are not joking when they say that the newspapers are going to shit.

That does not change the slightly problematic fact that the police are after me, for the murder of my own mother.

I keep running, expecting pursuit at any moment.

But the police car keeps along its path.

I dart into a particularly narrow alley, collapse against a wall, and sigh in relief.

That's when I hear the scream.

It pierces the air, shattering the peaceful nighttime city hum. Echoing it is a low chorus of laughter.

I press against the wall and move silently, one with the shadows. Tensing my muscles, preparing to strike, I look around the corner.

In the adjacent alley, a young girl cowers before three large, older men. One is covered entirely in colorful tattoos, another is pierced nearly all the way through with various rings, and the last must be close to seven feet tall.

My stomach wrenches. She can't be older than twelve.

The inked one rips at her shirt. She flinches out of the way, to which the tallest man smacks her.

She's not screaming now; she's sobbing. The scent of her blood stings my nostrils.

Indignation fills every ounce of my being.

To maximize my chances of survival, I should run.

I can't bring myself to do that.

Instead, I steel my nerves and emerge from the shadows.

"Leave her alone boys," I snarl. My voice has an unfamiliar, raspy, almost seductive quality that surprises me. "Leave her alone, and no one gets hurt."

They turn to face me, their startle etched on their faces.

Each man has at least a foot on me and is more than twice my weight.

My stomach wrenches.

This is insanity.

They stare down at their challenger, all five feet, lean muscles, and narrow bones of her.

Deeply, stupidly, they begin to laugh.

My cheeks burn. I suppose I'm not the most intimidating figure to be met in a dark alley.

As far as they know.

"Stay outta this, sweetheart," the tallest grunts.

My blood pounds in my ears; this is suicide.

In an attempt to hide the fear surging through me, I smile. "I'm afraid I can't."

He flicks open a switchblade, reinforcing his threat.

I fake a full, ringing bout of laughter. "Oh, I wouldn't do that, if I were you."

Naturally, he charges.

With ease, I leap into the air, sail over his head, and land reclined against the alley wall. "Too slow," I purr.

When I glance around, I find that the girl has fled, and my diversion tactic has succeeded. Nonetheless, my blood boils; I must finish this.

The three men stare at me, shocked, bewildered, perhaps even frightened.

"Who are you?" one asks stupidly.

I've avoided pondering this question; the answer has evaded me, and there is nothing I hate more than puzzles without answers.

But now the answer is tangible. It comes to me, matter made from nothing, a perfect creation.

I raise my slit-pupiled gaze, assuring that they see.

"I am the Black Cat," I say, and Autumn Legler leaves me, turning on her heel and running the other way.

Now, all three attack me at once. I catch the pierced man's fist as it flies for my face. Painfully, I twist it, and he screams in agony.

Gracefully, I spin around and slam my leg into the tattooed man's chest. He responds with a blow that grazes sharply my jaw. I flip over, land on my hands, and push off into his chest. With a loud OOF!, he falls, and I roll out of the way.

He appears to be out of commission, but the others remain steady on their feet. I dodge under the arm of one and thrust invisibly fast punches into the other. As many of his blows that I artfully avoid, many more I take. My cheeks smart, and my chest feels tender. Yet, adrenaline allows me to keep going.

The tallest man approaches from behind. Too late, I turn to strike him. The force of his blow knocks my teeth together, causes the world to go fuzzy around the edges. I grip his arm, pull downwards, and flip him over me. He hits the ground with a heavy THUD.

That leaves only one assailant left. He is more circumspect in combat than the others. Knowing that I only need a quick grip to eliminate my opponents, he avoids hitting me where I can easily grab him. He rams his knee into my ribs, knocking the breath out of me. For a split second, I linger, desperately trying to recover air. That split second is more than enough, for him. The blows seem to bombard my entirety, resonating painfully. It seems the world is tinted red.

Gasping, I fall to my knees.

The pierced man leers over me, his grin wicked.

That is what snaps my instincts perfectly into place.

With propulsion from my arms, I flip backward, twisting 360 degrees. I land on a single foot, and use the momentum to swing my other leg straight into his jaw. The cracking of bone rings out, grotesque to hear.

Sheathing my claws, I lean over him, baring my teeth. "That's what you get, you pig!" He only moans weakly in response.

I bask in the glory for a moment. I have done good in the world, in this cruel, unpredictable life. Yes, my bones ache, my skin is stained with bruises, but none of that matters.

Fire erupts in my side.

Screaming, agonized, I whip around, only to face the tallest man. His white knuckles curl around a blood-covered blade.

I feel my claws leave my fingertips and sink into his shoulders. A shocked yelp leaves him, echoing my own screams. Hot blood trickles down my fingers, uncomfortably warm to the touch. Despite his attempts to shake me off, I cling on, clenching my teeth. Kicking off the ground, I launch my knees into him, wrench my claws from his flesh, and flip over his head.

He collapses, and my weary body dares to do the same. My chest heaves, and my left side, where he stabbed me, throbs now that the rush of battle is ebbing.

But such an event will draw the attention of the police. Perhaps, OsCorp is still monitoring the streets for sign of their escaped experiment.

First, I need to address the wound. I remove my jacket, crumple it into a ball, and press it to my side in a feeble attempt to stop the gush of blood. When I try to inspect it more closely, I feel only a dense, sticky mess and see only a pit of red.

With the threat of pursuit looming overhead, I need to get out of the area. Grimacing, I begin to walk, each step a struggle. I've become accustomed to extraordinary speed as of late, which has born the negative effect of impatience.

I stumble for blocks, the pain distorting my vision, spinning the world from the inside out. Numbly, the streets pass, masses of shadows and terrors. I am weak now, and if assaulted, I will surely succumb easily.

It seems my life has become a twisted, endless cycle of hiding and running. Oddly enough, that's what I did as a child. I played "hide and seek" with my mother on a regular basis. She never found me, as I could hide in the most narrow, obscure, secluded places. On the playground, during recess, I would run. Tag was a staple of childhood. I would evade the tagger artfully, far ahead of the bunch. I was always elated to be so out of reach, but at the same, I was isolated. I ran in their game, but they never caught up. Sure, it was the same game, but I played on a different plane of existence.

I suppose, that's how school was for me, too. I was so academically far beyond that I barely interacted with other people my age, and when I did, I found them vapid and unstimulating. Talent isolated me. I had few friends, and deservingly so. All I could do was run ahead, and hide when it benefitted me to stay under the radar, out of the eye of the crowd. Run and hide. Hide and run.

When my leaden legs begin to protest, to refuse to carry me a millimeter further, I return to the "hiding" stage. I crawl into the narrow space between two dumpsters; apparently, dumpsters are feasible shelter.

Unfortunately, there is now nothing to distract me from the agony. It crashes over me, a black, foaming wave, entering through my nostrils and lips, flooding into my lungs.

Consciousness begins to slip through the tips of my fingers. Night sets in upon the night.

Dimly, I acknowledge this. Oblivion. Oblivion again. Damn it, I hate oblivion.

Just as the midnight sun begins to set, light burst from above.

I unsheathe my claws and tense my muscles, anticipating attack.

Someone is moving the dumpster.


	13. Part 1: Crossing Paths

**Author's Note: **Sorry this update is so late! I had a really, really big English assignment due this week, and I couldn't work on my FanFiction at all. In the future, I'll try to let you guys know in advance! Also, this chapter was REALLY long. It's one of my favorites, so far, though! Hope you enjoy it!

**Crossing Paths**

**Peter Parker**

I hate scavenger hunts.

One of my only memories of my father involves a scavenger hunt. I was four years old, maybe, but that didn't mollify his demands on me. We were playing "hide and seek", but my father never just hid. No, he left a trail of bedcrumbs for me, linked in a way that only made sense to his brilliant mind. For example, a sock would tell me to look in his drawer, only to find another trinket, a button, a bar of soap, or the like. Such clues could go on for hours, until I either figured the puzzle out or randomly happened upon him. More often than not, I won the game through the latter option, much to my father's disappointment.

Once, I found the last clue. It was a little, frail-legged, dessicated spider in a jar. Knowing only that my father studied spiders, I went to his office, elated to have done something right.

But horror awaited me.

The office was torn apart, furniture overturned, papers scattered.

I suppose I remember it so vividly because that was the night my parents left.

That's what tonight has been, anyhow: a scavenger hunt. At about 11:30, my police radio went off. "Jesus!"

"What?" Came the annoyed reply.

Someone just ran right in front of my car! I nearly ran them over, couldn't see a thing. They were wearing all black."

"Gonna pursue them for traffic violation?"

"No. They're gone. Damn, they moved fast."

"Could you make out anything else? How old? Male? Female?"

"Female, I think. Hard to tell. She was wearing a cat mask."

...A cat mask?

I decide to drop by.

Obviously, both the police car and the mysterious runner are gone by the time I arrive.

Then, the putrid scent of blood hits my nostrils.

Tracking used to be difficult for me. I would lose people, scents, trails, just because I didn't bother to pay attention to the nuances. Now, I know how to filter for scents, instinctually follow markers I cannot see.

I leap into the air, shoot a web onto a pole above, and begin to soar over the street. As I swing, I make sure not to gain too much distance from the ground, as to not lose the scent.

The night wind whips around me, chilling, but I am too intently focused to notice. After several blocks, the smell becomes more potent, and I pinpoint a location. It's a small nook, the corner of a dark alley.

Silently, I release my strand of web and allow myself to fall.

The second I hit the ground, I jump.

An inch to my right, a guy lies across the ground, breathing shallowly, unconscious. Had I landed just a hair over, I would have smashed his face in.

I bend to his side, inspecting him. It looks like someone threw him into a hoard of wet, angry cats- his skin is shredded as thoroughly as old records.

I try to imagine what weapon could even damage someone in such a way. Nothing comes to mind. Really, "Wet, angry cats" is sounding like a pretty good explanation.

I get up, and with a start, I realize that the man is not alone.

There are two other bodies, both alive, but motionless. Each seems to have taken a good beating, but neither is as battered as the first man.

All three of the men are large, daunting figures- gang members, maybe?

I exhale, exasperated.

"They tried to rape me," a quiet voice whispers from behind.

I turn. The voice belongs to a small girl, maybe in her middle school years. She trembles from head to toe.

"Oh," I say. "Oh my God. Are you ok?"

She nods weakly, and I'm really not sure how to proceed. I've never had to deal with a rape before, fortunately. It's one of the most loathsome crimes, period And the girl is so little, so fragile, so innocent… it's heartbreaking.

"I'm sorry," I stammer. "That's really, really horrible. I'm sorry. I wish I'd known, I'd have knocked them into last year…though it looks like they got pretty messed up, somehow."

"The Black Cat," she says.

I frown. "Hmm?"

"She distracted them, and I was able to run- I still watched, I just couldn't...leave…" she shudders. "She leaped over their heads, slashed into them, even though she couldn't have been half of their size… she saved me."

Cats seem to be a theme tonight.

"Who was she?" I ask.

The girl shrugs. "Dunno. She wore all black, and she had a black cat mask. She only called herself that. 'The Black Cat'."

The pieces are falling into their distinctly-shaped places; the line connecting the dots is thickening.

"Where'd she go?" I blurt out, unable to contain my excitement.

A worried look crosses her face. "Um, I wanted to thank her after, but one of them… stabbed her, and she just dragged herself away afterwards."

I feel my blood freeze over.

"Is she ok?" I hear myself say, but the words sound distant.

The girl sighs. "I hope so, but there was a lot of blood."

I make up my mind, then and there. "I'm going to try to find her, in case she's really hurt. But, are you ok, and is there anything I can do for you?"

She shakes her head, a miniscule motion.

"Is there a parent, anyone you can contact, anywhere you can go?"

After a brief hesitation, she stutters, "Uh, yeah, b-but…"

"But?"

"I'm afraid," she whimpers. "I'm afraid they'll be mad."

I swear I can hear my heart crack.

"That's crazy. They'll be worried, and glad you're safe. Just like I am," I bend down and give her shoulders a reassuring squeeze. "You were really brave tonight. I'm sorry that you had to deal with something so horrible. But you were really, really brave."

Despite the forlorn look etched into her face, she smiles. "Thanks. Thank you, Spider-Man."

"Is your house nearby?" I ask.

She nods. "Right down the block."

"Do you want me to walk you home?"

She shakes her head. "I'm ok."

"You sure?"

"Sure." With that, she sprints away. I watch her, as her form shrinks in the distance, stops before a building, and enters. I let out a breath of relief and begin to walk away.

And I step in something sticky.

I glance down, and my insides knot.

Blood. A large, viscous pool of it.

I make a face. I can just about feel it through the thin material of my suit.

Nasty.

I'm about to throw my hands up and swing away when I realize that's not the only puddle of blood.

There's a trail, actually. Faint red drops trickle down the street, smeared over the sidewalk, oozing through the sewer grates.

My heart begins to race.

Aunt May always said curiosity would be my downfall- so be it.

There are no gaps in the gruesome trail, although it begins to thin after several blocks.

Finally, it ends in another alley, at the base of a dumpster.

There, it goes cold.

It's perplexing, as well as frustrating. I clench my hands into fists. I'm getting really damn sick of these futile exercises in "superheroing".

Suddenly, a jolt racks through me.

There's a sensation, only palpable if I don't think too hard about it. Feminine. Injured. Weakened.

...Feline?

My brow knits together, and I inhale.

My heart skips a beat. There's someone behind the dumpster!

Without much effort, I shove it to the side.

Only a millisecond before it happens does my blood begin to rush with anticipation.

She moves so quickly, I barely see her lunge for my throat.

Surprise catches me off guard. The girl weaves around me, graceful, lithe, combative. Her blows strike me quickly, stingingly, and I'm left with the sensation of lying on a bed of thorns.

Suddenly, the mens' injuries make a lot more sense.

My response is delayed by only a split second. I shoot a thick strand of webbing at her, but she simply slices it in half. I shoot faster, more furiously, sure that I can overwhelm her. With each flick of my wrist, I take another step towards her, and she backs up, until I have her cornered against a wall.

She claws at my eyes, unrelenting. But without room for her to evade me, I easily manage to pin her to the wall with two sticky wads of bio-silk.

Only now can I see the way she painful places her weight on one leg, the way her chest frantically heaves. Her black shirt is soaked all the way through with blood, and it's unclear if the blood is old, or if she's still bleeding.

I've only known that I've needed to find her; now that I've found her, I don't know what to say.

So, I say the first thing that comes to mind. "Um, nice weather we're having, uh, right?"

I can swear she's glaring at me through the cat mask.

I blink.

Just to make sure I've got it right, I blink again.

And again.

Her eyes are pure, bright, glowing yellow- no whites. Instead of normal, human, round pupils, her's are vertical slits, like a cat's.

I'm certain, now: I have the right girl.

"Autumn," I say.

She does not answer.

"Autumn."

She averts her gaze.

"Look, I'm not going to hurt you. I want to help you."

"I don't need help," she mutters, but her pain is evident in each word she speaks.

"Yes, you do. You're bleeding enough to feed the entire cast of Twilight."

She shifts her gaze back to me, her cat-eyes filled with newfound vitriol. "I swear to God, if you hand me over to the cops, or bring me an inch closer to OsCorp, I will not hesitate to kill you."

I lift my hands up. "Have fun with that, in your condition."

"I'm not joking," she hisses.

"I don't think you are. But I'm not going to give you to the police. They think you killed your mother."

"I didn't!," she grumbles. Internally, I wince.

"I know. And I'm sure as hell not bringing you to OsCorp. They hurt you, somehow, I know that."

Tilting her head to the side, she takes one long, good look at me.

And she burst out laughing.

"They hurt me," she gasps. "Well, it seems you know everything about me, Spider-Man. OsCorp hurt me, just a little bit, nothing too bad."

Beneath my mask, my cheeks burn. Nothing in that Daily Bugle article could prepare me for...this.

"No, I'm not trying to undermine what they did to you! I know they killed your mother, I know they did something to you, and I can only begin to imagine how horrific it was." I take a breath in. "Please, Autumn, I just want to help."

Her shoulders slacken, just a marginal amount. "Why?" She whispers, almost inaudibly.

I crouch down, to be level with her. "Because that's what I do. I'm your friendly neighborhood Spider-Man, and I help people if and when they need help."

A shallow breath leaves her chest. "How do I know I can trust you?"

I frown. "Well, um, I'm a good guy, I guess."

"You're wearing a mask."

"So are you," I point out.

Just a hint of a smile spreads across her lips. "Well, I suppose we both have something to hide."

Only now can I detect the note of trepidation in her voice.

"Maybe." I look her over again. She stands not much over five feet tall, and is constructed of the same narrow bones and lean muscles that make up an olympic gymnast. Really, her ability to hold her own in a fight is astonishing.

But then again, genetic tampering will do that for you.

"If I remove the webs," I begin cautiously, "do you swear you won't attack me again?"

Bitterly, she chuckles. "I'm not sure I'll be able to stand up straight."

"And you're accepting my help?" I confirm.

She rolls her eyes. "You're not giving me much of a choice, Spidey."

I rip away the webs and immediately reach out to support her. She doesn't look so good- despite her warm, tan skin tone, she's deathly pale.

Then, I hesitate.

I haven't really gotten this far in my planning. I knew I had to find her, yes. However, I never decided what I was going to do with her when I did find her. I can't drop her off at a hospital- she's the most wanted girl in the city.

There's only one option.

"I need you to hold on to me as tight as you can," I order.

Her expression is incredulous. "What?"

I raise an eyebrow, although she can't see. "Well, you don't want to fall off in the middle of the air, do you? It's going to be a wild ride."

With effort, she manages to get a good grip around my shoulders. Her weight does not bother me; she's the size of a professional gymnast, and I can lift cars, if the need arises.

Once she steadies herself, I launch through the balls of my feet, thrust a web into the air, and take off into the night sky. I take care to avoid embellishments, any flips or turns or dives that could throw her off.

Somewhere over Harlem, I realize: Autumn's laughing.

The wind funnels around us, cold, harsh. I can see the gym in the horizon, and by shortening my webs, I lower myself, bracing for a gentle landing.

By the time I reach the gym's rooftop, I only need to drop ten feet or so.

Another issue awaits me, a slap to my face.

The hole I've been entering and exiting through is only large enough for one person. There is no way for the both of us to slide through.

"I'm going to get you down," I announce.

Crouching, I allow her to slide off of my back. For a split second, Autumn manages to stand, unsteadily, before collapsing to her knees.

I bite my lip.

"I'm going to go through the hole first," I explain.

"I can't land that fall," she gasps, her words hoarse. "Not like this. I can't stand."

I shake my head. "No. Uh, if you can slide to the edge of the hole and allow yourself just to fall, I'll, um, catch you."

The words sound flimsy to my own ears. She snorts.

"Got a better plan?" I retort.

She sighs. "Unfortunately, no."

"Thought so." With that, I jump into the darkness. My feet strike the ground, hard.

"Are you sure about this?" her skeptical voice calls from above.

I nod, reaching out with my arms. "I'm ready when you are."

"Count of three," she says waveringly. "One."

I hear her inhale sharply.

"Two."

Can spiders smell fear?

"Three."

She plummets, faster than I anticipated. Internally, I flinch. But my arms are unwavering, iron rods. Heavily, she falls into them. The heat of her body burns through my spandex suit- she must have a very high fever. Infection may have already set in to her wound.

"Ok?" I ask.

"Ok," she breathes.

I bring her over to the hammock and set her down. Her chest heaves, her lungs laboring for even the thinnest of air. Her lips part, and an agonized moan escapes them.

I reach out and carefully remove her mask. She has no identity to hide from me anymore. She allows me to do this without protest- her energy is rapidly draining.

Once I make sure she is comfortable on the hammock, I prepare myself to address the actual wound. "I'm going to need to take a look at it, Autumn."

She groans in reply.

My face begins to grow hot, and I clear my throat. "Um, do you think you can, uh, you know, um… remove your shirt? Uh, if you, um can't, er, I mean…"

She opens one eye, and fixes me in her glowing gaze. "Excuse me?"

"I can cut it off," I finish.

Her other eye opens. "Let me see." She begins to sit up, but her face contorts in pain, and she falls back to the hammock. "No, you better cut it."

I nod, stiffly. "Right. Yeah."

It's a good thing she can't see my face. It's probably as red as my mask. I roll my eyes at myself. Grow up, Peter.

I dig my first-aid kit out from the corner where I've been keeping my supplies. I grab a water bottle as well.

Before I return to the hammock's side, I decide to remove my mask. Doing so feels strange- no one has seen my actual face in weeks. Has it really gotten to the point where I am naked unmasked?

Slowly, I let out a breath. If I've seen Autumn's face, she deserves to see mine.

By the time I return to her, she appears to be out cold. I'm not going to be able to avoid disturbing her, but I try to be as gentle as possible. I unzip her hoodie and ball it up under her head as a makeshift pillow. Then, I take a pair of medical scissors from the first-aid kit to cut away the shirt.

To avoid moving her body, I cut it straight down the middle. The material is thin and cheap- it will be easily replaced.

I am somewhat embarrassed to admit, I have never seen a girl shirtless, not counting that one incident in the subway. That statistic includes Gwen. I am, unfortunately, an anomaly among seventeen-year-old boys. So, now that I have removed Autumn's shirt, I try to be quick to avert my gaze.

Yet, I find myself unable to.

Goddamnit, Peter, you don't even know her!

After a struggle, I tear my gaze away from her chest and steel my nerves to examine the wound. I remember when Gwen did this for me, after I was shot in the leg. She smiled, concealed any and all apprehension she had. "Alright, bug boy, let's see what mess you got yourself into this time." She walked me through the steps of handling more severe wounds that my own enhanced healing factor wouldn't handle. I don't remember the pain on that day. I only long to relive that moment, any moment by her side.

I begin by cleaning out the wound with the bottled water. Autumn's breaths quicken, but she does not seem particularly aggravated.

Hydrogen peroxide follows.

"This is going to sting," I warn her.

Her response is nonverbal, only a grunt.

My hand trembles as I pour the liquid.

The second the first drop hits the torn flesh, her eyes flick open, her claws slide out, and she releases an agonized scream. I grip her hand, silently urging her to overcome the pain. Heavily, she pants, and eventually, the pain subsides enough for me to continue.

Now, I can see more clearly. The cut is about an inch deep, which is worrisome, as Gwen told me that anything deeper than a quarter-inch is serious. The skin around it has turned a violent shade somewhere between violet and navy. There appears to be no new blood flow.

I set about threading the needle, since she'll need stitches. This is the most difficult part, for me. The hole is so small, as is the thread. Yet, urgency presses me on, and I get the thread through on the third try.

Before I begin to sew the wound up, I press a painkiller tablet into Autumn's mouth. WIth some of the water from the bottle, she manages to swallow it.

I inhale, steadying my hands.

The painkiller isn't enough to eliminate all the pain. Her agony is evident as I work. She convulses, and in vain, I attempt to hold her still. To complete each stitch is a battle, and, in the end, she requires twelve of them. There is something eerie about the way I drag the needle through the skin, pulling it together. I've done this to myself, on several occasions. I couldn't explain the source of my injuries to a doctor, and I couldn't see Gwen. Yet, I am still inexperienced, but I take pride in my work on Autumn. It looks like my best yet, if I say so myself.

As soon as I have finished bandaging up her side, she falls into a deep sleep. I drape one of my sweatshirts over her, the best substitute I have for a blanket. Only a small twitch of her body acknowledges my gesture. I doubt fireworks would wake her.

There is only one hammock, so I curl up in the wrestling mats. While it is not the most comfortable sleeping arrangement, I am so exhausted that I do not linger on my displeasure.

As I drift off, it occurs to me that it feels good, not to be alone.


	14. Part 1: First Encounter

**Author's Note:** Sorry it's been awhile! I had another busy week of schoolwork, and a wedding/ college tour in another state. As a result, I fell behind on my writing. I'd like to thank all of you who have reviewed, followed, or favorited in that time! All the science writing in this chapter is my own research and wording, so nothing is plagiarized. I'd recommend looking into recombinant DNA, it's really interesting! The creation of a real-life Spider-Man may not be too far off! Another reason why the chapter took so long: I had to figure out how much science to put without getting too technical. Anyway, hope you enjoy!

** First Encounter**

** Autumn Legler**

At the corners of my eyes, light shimmers painfully against the dark that surrounds me. Against my own volition, I am dragged from my sleep, into the world of the waking.

Strangely, there is not much difference between the two. This place, too, is entirely black, except for a single column of light, where dust particles scintillate. It seems that this has become a common occurrence: I awake, unsure of my surroundings.

Then, I remember- the inhuman figure, my pathetic attempt at fighting. I remember flying through the night, as even I cannot on my own, only to face the crippling fear of falling through the hole, knowing that I would not be able to catch myself if Spider-Man failed.

I frown. After that, the images blur into a single composite, an object of red flashes of pain, the dark, the worried eyes of a boy not much older than myself, somehow vaguely familiar. Chills run down my spine as I think of the agony. My hand travels to my side, trembling. I trace the wound, gently, bracing myself for the shockwaves of pain.

It is oddly numb.

Perplexed, I draw myself up to a sitting position. My jacket is draped over my body, providing little coverage from the chill in the room. I toss it to the side and frown.

My shirt is missing.

Dimly, I recall the boy's stammering, something about taking it off. I glance to the side and notice the black shreds littering the floor.

Sharply, I inhale, preparing myself to examine my wound, expecting horrors.

I cast my gaze downwards.

And I let the breath out.

Miraculously, the surrounding skin is only a pale shade of lavender. The wound has been knitted back together and sealed with a tight bandage. The blood has been cleared. It's not as if I were stabbed so recently; the wound appears weeks along in the healing process.

Loud, heavy breathing rings out, startling me. I realize: Someone is snoring.

My muscles tense apprehensively, and I survey the room. I pinpoint the noise quickly. The boy is sprawled across a rolled-up mat in the back of the room, asleep.

Suddenly, my cheeks begin to burn.

He took off my shirt. A stranger. A male stranger.

I'm rather ashamed to admit that once, in the seventh grade, I kissed a boy in a game of spin-the-bottle. And that's it. No one else. No tongue. No boobs. Certainly not sex. Nothing. Unfortunately, I have- had- a reputation. I was a "good girl".

So they said.

I'm not sure I qualify as a girl anymore, with my DNA as it is now. Girls are decidedly human. To put it lightly, I am undecidedly human.

I shake my head, slowly.

The heat will not leave my cheeks, though.

I'm a bit… flat, after all.

But, what's done is done. He's seen what he's seen.

I resolve to move on, sliding my jacket on and zipping it to the neck.

Rather considerately, the boy- Spider-Man?- left my bag by the side of the hammock. I reach inside it, feel around, and pull out the textbook. They tell young children not to read in the dark.

I tell them to go screw themselves. Night-vision takes care of that issue, which is not scientifically proven to be an issue, anyhow. Of course one will think they're going blind, since they can't see words on a page in a dark room.

The introductory chapter only covers the basics of biology, so I skip it, since I took a basic class last year.

I skim until I find something that catches my attention.

"A vector, the molecule that will serve as the carrier of the new DNA, is selected. Common vectors include plasmids, or bacterial DNA molecules, and viral vectors, including bacteriophages, adenoviruses, and retroviruses. Both the vector and the selected piece of DNA are cut open with restriction enzymes. Each piece will end up with opposite "sticky ends" which are then sealed together with DNA ligase. Plasmids can be inserted back into bacteria, which then reproduce and create copies of the new genome. Viral vectors can similarly infect organisms with the new genome, although it is limited to RNA and therefore transduction processes-"

"Whatcha reading?" a voice says over my shoulder.

I turn to face the boy. His hair is messy from sleeping, and dark circles bruise the area beneath his eyes, evidence of many sleepless nights.

"A biology book," I say shortly. I learned long ago that most people are turned off by pursuits that are considered too intellectual for the general public. I've taken care to hide such parts of me, to remain quiet and invisible.

He sits beside me on the hammock. "Really? I, uh, I'm a biologist myself, sort of," he stumbles. "Can I see?"

Somewhat reluctantly, I move the book between us.

"Recombinant DNA," he muses.

I see the realization spread across his face.

"Is that what happened to you?" he asks, gently.

I shrug, letting out a frustrated breath. "No idea. I mean, they knocked me out-"

"Who?" he interrupts, brow furrowed.

"OsCorp. The scientists. I'm sorry," I frown. "I should have started from the beginning. I was kidnapped at gunpoint, knocked out, and brought to OsCorp. The scientist, Dr. Harrow, prepared surgical instruments-" I freeze. "No, maybe not surgical instruments as much as syringes, now that I think about it… I thought they surgically altered me, but now…"

"You think they changed your genome," he finishes.

I nod. "Yes. That's why I…"

I don't finish the sentence. Somehow, I feel that Spider-Man does not look too kindly upon thieves.

He doesn't press me. I do not speak for a long time, and neither does he.

Finally, I break the uncomfortable silence. "How did you know?"

He frowns. "Know what?"

"That I was… me," I say. That I was innocent. That I was wounded."

He shrugs. "Ah, I don't know, I mean, uh…"

I roll my eyes. "Seriously- what should I call you?" Calling him "Spider-Man" does not feel right when he doesn't wear the mask.

"Peter," he says quickly.

"Well, how did you know, Peter?" I make eye contact in an attempt to pressure him into a coherent response.

He quickly averts his gaze. "Well, I mean… I saw the OsCorp people at your apartment- accidentally, of course," he cuts in. I restrain myself from screaming. Damn it, dude, just spit it out! "And they… they were planting evidence against you. They said you had escaped. And then the paper was blaming you- I figured you needed help."

"Ok," I nod slowly. "Reasonable."

He looks familiar, somehow, the way his brow creases, the way he appears so uncomfortable in his own skin, as if he would disappear, if he could…

"Is your wound alright?" He asks.

"Better," I reply. "Much better. You did a good job."

"More likely, you have an enhanced healing factor. That's what I have," he explains.

I give him a quizzical look.

"I mean, it's my hypothesis- I'm not, er, entirely human, either, I suppose." He smiles lopsidedly.

"Did OsCorp do to you, you know, the same thing they did to me?" I lean forward, intrigued.

He shakes his head. "Nope. I was, um, bitten by a spider."

I can't help it. I burst into laughter.

"What's so funny?" He says, his hurt evident.

"Yes, and I tripped over a radioactive cat," I snort. "Really."

His face is flushed. "No, it was a genetically modified spider. In an OsCorp laboratory. Um, I snuck in, once, and it bit me."

"And you started crawling up walls. Wow." I say dryly.

"I've looked into it," he protests. "It's possible, with recombinant genetics. The replication of a plasmid won't do a human any good- unless the DNA is inserted straight into the nucleus of the cell. And adenoviruses are in the same family as the common cold. They would create a huge immune response, and you'd be dead."

I scowl. "So you're telling me that we're impossible."

He grins. "Unlikely, but not impossible. The retroviruses are the only possible vector. They have RNA, instead of DNA, and they reverse-transcribe it into DNA in the host cell. Then, it follows its own instructions and transcribes the DNA into RNA to make proteins and continue the cycle."

I mull the idea over in my mind. "That could work. So, the virus infects a few cells, and it spreads, the feline- or arachnid- DNA along with it. But could it really infect every cell?"

Peter shrugs. "Who knows? Maybe they have ways of catalyzing the process. Maybe, if it strikes the body in enough cells at once, it will reproduce quickly. There are types of retroviruses, called lentiviruses, that infect non-reproducing cells. And when all the cells are infected, perhaps it's coded to stop at some point, and to let natural mitosis take over, replicating the infected cells with the infected DNA."

"Interesting," I comment, for that is all there is to say. "Do- did you want to go into biology, before all...this?"

He replies, "Maybe. Uh, I mean, my father was a biologist. But I liked photography, too. Maybe I would have done that instead."

That's when it clicks for me.

"You went to Midtown Science High," I whisper.

I remember him, standing at the back of crowds, photographing the most unremarkable aspects of daily life. They always turned out beautifully, though. Had he wanted to be a professional photographer, he could have succeeded. He was quiet, he was smart, I suppose he was lonely, friendless- but I never approached him. I was introverted too, and I wouldn't have spoken to an older boy in a thousand years.

And to think of what's brought us together.

Peter's frowns. "Yeah. Uh, how'd you know?"

"I went there, too. I was in A.P Calculus with you."

"Oh, yeah, you were the only Sophomore, the youngest student," he says, nodding. "I never talked you, I don't think."

"Never," I agree.

Another lull in the conversation follows.

"Um," I say. "I should get going."

An unreadable expression washes over his face.

"No, not yet," he protests. "You're still injured!"

"Barely."

"You were stabbed, Autumn!"

"It's scarring over."

"For fuck's sake, twelve hours ago, I thought you were going to die."

"And why do you care?" The scathing words slice right into him.

"Because-" Peter hesitates.

I unsteadily get to my feet and sling my bag over my shoulder. "Thought so. I'm a liability. See you around, perhaps."

I begin to walk away, only faintly aware of the fact that I'm not really sure how to get out through the hole in the roof.

"Because we have a common enemy!"

I turn.

"OsCorp," he elaborates. "They found my identity, tracked me down, and left a note on my bedroom window, threatening to hurt my family if I didn't give myself up. So I ran. And now, uh, I don't really want to face them on my own"

Dropping the bag, I sigh. "Well, you're right about that. And it's not like I've got anywhere else to go."

He smiles, faintly. "Neither do I."

I return his smile. "Let's find out what's in the next chapter of that book."


	15. Part 1: Shenanigans

**Author's Note: **I'm back to regular updates! Only about three chapters left in Part 1! Did anyone see the Amazing Spider-Man and Avenger clips in the Academy Awards' hero tribute? They played James Horner's beautiful Amazing Spider-Man score too!

Ahem.

Well, enjoy the chapter.

**Shenanigans**

**Peter Parker**

"Are you sure you're alright to do this?" I ask for the thousandth time.

Autumn rolls her eyes. "Damn it, Peter, you sound like an old grandma!"

Two days have passed since I pulled her from the streets. Her wound has healed at an alarmingly fast rate, similar to the rate at which my own injuries heal. I still feel obligated to resume crime fighting, as well as my OsCorp investigation, so I offered to let her come with me. She quickly accepted, probably out of boredom.

"I just don't want you to open the wound up again," I protest weakly.

"The stitches fell out yesterday. I'm fine," she grumbles.

I pull my mask over my face. "Well, then we're wasting time."

I scale the rafters to a height where I can launch myself through the hole in the roof. Autumn follows my lead. I was rather surprised the first time I saw her climb. She uses her claws as a pair of climbing picks, matching my speed with ease.

Once we're on the roof, we survey the surrounding cityscape.

"Do you see anything at all odd?" I ask her.

She makes a face. "No, but I don't see much of anything."

"Right. We need to get higher up."

I shoot a web onto the side of a neighboring skyscraper, and take off. From the corner of my eye, I see Autumn run and leap the gap between the buildings. She sticks into the building's side, and begins to climb. When I reach the top, I only have to wait for her for several seconds.

The air is always colder higher up, and the wind always stings just a bit more. I never like to stand too close to the roof's edge, in case a gust were to knock me over. It's a fear left over from a previous life.

Autumn has no such qualms. The tips of her small feet linger over the edge.

"Is that a robbery down there?" She squints, pointing to a street below.

I nod. "Looks like it."

She smirks. "Well, let's fix that."

With that, she dives off of the building, head first.

My breath catches in my throat, in which my pounding heart is lodged. I can only watch in horror as her shadow slices through the night air, arms outstretched, before she disappears, my view of her obstructed by another building.

Idiot! I scream silently. Why would you do something so goddamn stupid? With a flick of my wrist, I shoot a web downward, and safely glide after her. I can't catch her; it's too late. I brace myself for the body.

But who am I kidding?

It's my fault, I keep telling myself. I took her out, and she wasn't ready. Maybe she didn't jump, maybe she fell. I put her in danger. I endangered her, only two days after I saved her! It's my fault, all my fault. Because that's what I do: I hurt people, just by trying to help them, protect them. This is why my relationship with Gwen was doomed. This is why I can't have a girlfriend, why I can't have a family, why I can't have any-fucking-thing except myself!

The bombardment of thoughts becomes more rapid, and the guilt consumes me. My fault, my fault.

My feet hit the ground softly, and I sprint towards the alley that Autumn would have fallen into. The shadows play strange tricks on my vision; I see her body in each corner, each bump.

And then, I hear the words ring out, raspy and incisive: "You fucking asshole. An old lady. Really? I thought they only did that in bad superhero cartoons."

I stare in amazement. There is one offender, and Autumn has him pinned to the wall with her claws, despite being a fraction of his size .

He sputters, "Who are you?"

She smiles, bearing her sharpened teeth. "Funny. You'd think word would get around. I'm the Black Cat. And-"

At that moment, I step into view. Autumn turns her head to face me. "There you are. Where-" she stops herself, not wanting to divulge information.

"Step aside. I'll tie him up," I say, my words more curt than I perhaps intended. A couple of strands of silk is all it takes. As I'm gagging him, police sirens begin to echo in the streets behind us.

Autumn wheels around to face me, her eyes filled with panic. We take off at the same time, fleeing before capture is even a possibility. With ease, we navigate a construct of poles and metal along the side of a building. I grab one pole, flip to the next, and pull myself to the top with my body weight. Autumn appears to be slightly more acrobatic, balancing on the top of vertical strips and launching herself upwards.

We collapse on the top of the building, where we are safely out of reach.

Autumn doubles over in a fit of laughter.

"What's so funny?" I demand.

"Nothing," she gasps. "That was so insane."

"What the hell did you dive off the top of a building for? I thought you were dead!" The harshness of my own words surprises me.

She just rolls her eyes. "Don't you know, Peter? A cat always lands on its feet."

"You're not a cat!"

Her slit-pupils bore into mine. "Then tell me," she says softly, dangerously, "What am I?"

"You're a fifteen-year-old girl, and you scared the shit out of me," I say in a final tone.

She unsheathes the claws of one hand and waves them dangerously close to my face. I flinch. "Normal girls don't have this, Peter." She points at her eye. "They don't look like this."

"But-"

She cuts me off. "What's your problem? I've landed further falls, you know. That's the thing. I'm not normal."

I let out a long breath. "Look, um, I'm sorry. I was just, uh, scared-"

"How do you think I felt?" She retracts her claws and clutches her hands into fists. "I looked around, and you were gone! I didn't know what I was supposed to do, and they were seconds away from beating the shit out of that old lady…"

"Is she ok?" Suddenly, the night's purpose returns to me. "He didn't hurt her, did he?"

Autumn shakes her head. "Thankfully, no. She dropped her purse," she pulls a pastel pink handbag from her shoulder, "and then she ran off. Rather impressive, really. I've never seen someone over the age of eighty move so quickly."

I scrutinize the purse. "Any identification?"

She makes a face. "Mostly sucking candies. The butterscotch were good."

"Autumn!"

"But there was an identification tag," she finishes

"So you have an address?"

She nods. "It's close: 284 West 62nd Street. Let's go."

We take off, leaping gaps between buildings. I mostly swing, but Autumn simply sails through the air with the grace of a professional ballerina.

"You know," she starts as I swing over her head.

"Hm?" I respond as the streets fly by.

"This 'partner' thing was your idea. If it's going to work, you're going to have to trust me a little more. If I choose to jump off of a building, trust that I know my own limits." She flips over a pole and launches herself onto the next building.

"Look, I'm sorry about earlier, ok?" I say sheepishly, switching web strands.

We reach the building and drop onto the roof.

"Ok," she nods curtly, passing me the bag.

"What are you giving it to me for?" I ask.

"I think I scared the poor woman," she casts her gaze downwards.

"Uh, what?" Is my clumsy response.

She gives me a humorless look. "I threatened to 'mince' the bastards. I think she may have been running from me, not them. Besides, you're a familiar face. No one fears you."

"Thanks," I say dryly, before going to the edge of the building and dropping onto the balcony.

Several pots of wilting flowers shudder in the night wind on the balcony. I knock on the sliding glass door.

I hear the old woman's feet shuffle unsteadily towards me. She pushes the door open with some effort and freezes.

"Oh," she says. "Oh."

A twinge of guilt strikes me, for waking her up at such an ungodly hour. "Uh, I think you dropped this," I say, passing her the purse.

She nods. "Well, I suppose I did. Thank you, uh, Spider-Man."

"No problem," I say, preparing to climb back to Autumn.

"That girl in the alley," she starts. "There was a girl in the alley who stopped that crook. You wouldn't happen to know her, would you?"

It strikes me: she reminds me of Aunt May. Sure, this old woman easily has fifteen years on her, but her face is etched in worry lines, and she radiates maternal warmth. In that sense, the resemblance is uncanny.

"Uh," I snap myself from my thoughts. "Yeah, uh, the Black Cat. My, um, partner."

"I see," the corner of her mouth twitches upwards. 'Feisty one, isn't she?"

For some reason, my cheeks heat up. "Um," I say clumsily, and the woman chortles softly.

"Mm hm, she sure was something else. And I couldn't tell with the mask, but I'll bet she's pretty. She's a keeper, Spider-Man, and you better not let her get away."

I stutter stupidly for a few seconds, and clear my throat. "Um, no, it's not like that," I weakly protest. "It's more like a business arrangement."

She raises her eyebrows. "Is that so?" Sighing, she adds, "Well, that's a shame. My apologies, I'm a sucker for young love. Take care, Spider-Man."

"You too," I say, flummoxed, before scaling the wall back to the roof.

"What took so long?" Autumn asks the second my feet hit the roof.

I try to conceal my embarrassment. "You know old ladies," I say dismissively. "Chatterboxes."

That's how I would describe Aunt May: chatterbox.

"Any hard feelings?" she asks.

I shake my head.

"Good," she says, and promptly leaps off of the building.

I sigh.


	16. Part 1: The Walls Crumble

**Author's Note: **Last I checked, "Acatalepsy" has exceeded 30 Follows and 20 Favorites! Thank you for your support! After this chapter, only two more until Part 2!

Some of my development of Autumn in this chapter is influenced by my own experience as a girl interested in the sciences. It can be a challenge!

Enjoy!

**The Walls Crumble**

**Autumn Legler**

The darkness in the abandoned gym is thick even during the day, a pit of mud too difficult for most to wade through. Most. Not me. While I register the darkness, it does not hinder my vision. Peter, on the other hand, has woven an intricate web of silk around the room that he can follow by touch. There is a single rafter below the hole in the ceiling where enough light seeps through so that he can read. Over the past week, it has become a habit for me to read there alongside him, even though it benefits me in no way.

It is five in the evening, a time that Peter and have taken to using for sleep. I quickly picked up his nocturnal habits, especially after I picked up his line of work. While he likely in deep slumber on his mat (he refused all my attempts to relinquish possession of the hammock), I sit on the rafter and read the physics book I picked up along with the recombinant DNA book.

The chapter I read provides little new information, only distraction. I have found that lying awake, unoccupied, only allows recent events to haunt me. I see my mother as she collapses, again and again and again, and there is nothing I can do to shake the image except for to not see it in the first place.

"What's that?" Peter's voice says from behind, startling me. I nearly drop the book.

"Nothing," I say quickly, slamming it shut.

His face contorts into a strange expression. "Um, that doesn't looking like 'nothing'."

"It's a book." My words come out far too harshly, even to my own ears.

"Thanks, Autumn." He shakes his head. "I don't get it."

"What?"

"You were the one that was talking about 'trust' earlier." He chuckles bitterly. "Yet I've never met someone so, well, closed."

"I am not 'closed'!" I protest, outrage bubbling to the surface. "I-"

"We've been working together a week, right?"

I nod, a dull feeling spreading over me.

He continues. "It keeps going like this. You just keep on, you know, brushing off questions that deal with anything other than, uh, business."

"Well, what do you want to know?" I decide I don't care how scathing my words sound. "I'll tell you all my hopes and dreams, if-"

"Autumn," he says sharply. "I'm serious."

I feel my shoulders sag. "Fine. Then what do you want?"

"I want the walls to come down," he says simply. "You said it. We can't hide from each other, if we're going to make this work. Hell, if we're getting anywhere in this OsCorp fight, we need to be a legit team."

He's right, I rationalize. It was my reasoning, after all. But my instinct is to withdraw, to withhold. The more people you trust, the more people will hurt you.

In fourth grade, I liked a boy for the first time, and I couldn't keep my excitement from my friends. Of course, somehow, word got out, and the boy never talked to me again. And sure, that's harmless enough, until middle school, when I looked around: one false step would have others upon you like a pack of rabid dogs. Those closest to you knew the most- they had the most ways to harm you. And of course they would harm you first, before you could beat them to it. It was a sick game, but the rules were simple, and the only way out was not to play at all.

But no matter how hard I tried, I couldn't avoid being sucked into it against my will. It came out one frosty day in seventh grade: I liked science.

Harmless, sure. But I was a girl. I was a girl science-nerd. A death sentence, amongst the hoards of conformity. My memory is stuffed with days sitting alone in the library during lunch, teaching myself math from a book so I could sooner pursue physics. There were sharp bursts of pain whenever I saw friends walking shoulder-to-shoulder in the hallways. The friends I had had before had quickly abandoned me, leaving me to fend for myself in the harsh world of reality. And the occasional scathing remark: "Geek", "Nerd", -or lack thereof that lay in judging looks- was enough to encourage me to retreat into solitude in a futile attempt to avoid the pain again.

I went to Midtown Science High two years later, where I cobbled together a small group of people sharing similar interests. But I never allowed myself to trust again. I spoke minimally, and never of myself.

Now, I force myself to meet Peter's eyes. "It's a physics book," I say, my voice trembling.

He shrugs. "Cool. See, that wasn't so hard, was it?"

And I just start laughing. "You have no idea. No fucking idea."

His expression is puzzled. "What do you mean?"

"I mean," I begin, emphasizing each word, "Being a girl in the sciences can be a living hell, sometimes. I'm not saying I'd exchange it for anything, but it can really, really suck."

"Ah," he nods. "Well, I'm sorry."

I sigh. "It's fine, doesn't matter now, anyway. I'm not sure I'm a technically a girl anymore."

"Huh?" Peter's brow furrows.

"Well, do girls need to be human?" I ask.

His mouth opens, shuts, then opens again. "You mean, you don't consider yourself human?"

Unsheathing my claws, I say, "You mean you do?"

Disbelief is etched into all the cracks of his face. "Well, yeah, uh, sure," he stammers. "Tell me, if we're not human, what are we?"

I ponder that. "Something more, something less," I muse. "What's the difference?"

He is silent for several minutes, and I do not bother to talk.

Then he raises his voice. "Ok, so I got you to talk. Now, it's your turn."

"What?"

"Ask me anything," he gestures broadly with his hands.

"Uh, I don't know," I roll my eyes. "Really, Peter."

"Anything," he reiterates.

"Fine. What's the meaning of life?" I blurt out.

"Forty-two." He gives me a look. "No, something harder."

"Alright." I think briefly. "What's the craziest thing that's ever happened to you?"

His low laughter resonates. "Come on, how do you expect me to pick just one?"

I lean towards him. "I didn't get to pick and choose, Peter. You have to play by the rules, too."

"Fine." He thinks, chewing his lip thoughtfully. After a moment, he asks, "Did I ever tell you about the Lizard?"

I smile. "Nope, but it sounds good."

My enthusiasm is not reciprocated. "Well, I assume you're aware of the biological attack that damaged some parts of Midtown Manhattan a few months back."

Nodding, I say,"Yeah, that's how we ended up with that giant hole in the roof in the English classroom."

Uncomfortably, Peter shifts his weight. "And you may or may not recall that OsCorp scientist who was arrested and will now face trial for 'unethical science' that was in the news at around the same time?"

"Vaguely," I frown. "But what does this have to do with lizards?"

"I'm getting to that," he grumbles. "Stop being so impatient!"

"Then get to the point," I say tersely.

"Uh, well, the scientist, Dr. Curt Connors, was kind of…" I can see Peter searching for words. "Crazy. He was a bit of a lunatic visionary. And, er, he was missing an arm."

Funny; Peter can speak fluidly when he has a story to tell. Perhaps his stammering and stuttering is limited to only the situations that make him uncomfortable. Unfortunately, that must include most situations.

"So Connors… he wanted nothing more than to grow back that arm," he continues, tapping his own right arm. "Naturally, he used lizard DNA. All that 'regeneration' crap." He snorts.

"It's not crap," I say.

The look he gives me is more serious than I've come to expect from him. "It sure as hell isn't. But he miscalculated. And, to make a two-hour-and-sixteen-minute-long story short, Connors turned himself into a giant, humanoid lizard."

My fingertips feel cold.

I blink.

I stare.

I blink.

"You. Have. Got. To. Be. Fucking. Kidding. Me," I choke out.

Peter laughs. "True story, unfortunately."

"You're telling me a second-rate Godzilla destroyed the city?" I shake my head in disbelief. "Wow. Just wow."

"Well, uh, I may have had a hand in that," he says sheepishly. "But, in my defense, I was trying to stop him."

I draw my knees into my chest and wrap my arms around them. "So, what happened?"

A strange look passes over his features, but it quickly dissipates.

"You know, the usual. He went even crazier, tried to turn everyone else in the city into lizards-"

"What?!"

"-But I found an antidote and activated it in time," he finishes.

But his tone isn't final.

"So, was it just this guy- Connors' fault?" I inquire. "Or did OsCorp play a hand in it?"

Peter massages his temples. "Who knows? It appears to be only Connors that was involved, but I wouldn't be surprised if there were other forces at work."

I sigh. "Another mystery, I suppose."

"They keep piling up, don't they?"

A grin spreads across my lips. "That's alright. I like mysteries."

Peter shrugs. "I guess, but not when they fuck with my city."

I rise to my feet and stretch, arching my back like a cat. "Well, that's what we're here for, right?"

"Sure," he says, but his gaze is fixated somewhere in the darkness, and his voice vibrates hollowly.

As I prepare to jump from the rafter, back to my hammock, he stands and turns. "Well, I'm feeling a lot more partnerly. How 'bout you, partner?"

I roll my eyes. "Shut up. We're crime fighters, not cowboys."

In mock defense, he raises his hands. "Geez, sorry, Robin."

"I'd be Batman," I glare at him. "I wear the black spandex. You wear the colorful shit."

"Well," he lowers his voice to a gravelly baritone. "Can you do this, you so-called Batman?"

"Peter."

"Thought so," he rasps, continuing. "I'm the hero Gotham deserves, not the one it needs. And the only thing saving this city from annihilation is…" He places his hand on his hip in an exaggerated stance. "A very convenient plot device."

I stifle a giggle, but maintain my unimpressed air. "Goddamnit."

"You want to know why that works?" He leans in, inches away from my face. I widen my eyes in mock surprise. "Because… I'm Batman!"

"Wrong animal, Spider-Man," I retort dryly. "I'm going to get some more sleep before we go out tonight. Good luck figuring out your identity issue."

With that, I plunge into the quiet comfort of the darkness.


	17. Part 1: Decoherence

**Author's Note:** Hi everyone! Sorry it's been so long since the last update! I went on spring break, and I went on a school music department trip to perform at Disney World. The result was a lot of late nights, followed by a lot of sleeping when I returned. Which left very little writing time. Plus, this was a really long and important chapter. Also, who saw Captain America: The Winter Soldier? It was AMAZING, and it will end up impacting the outcome of "Acatalepsy", part of why this chapter took so long. Also, there's one car chase scene with Nick Fury in a black, bullet-hole-covered car that I actually saw filmed! (Fun fact- the high way was blocked off for two weeks during filming. People were pissed!)

Also, I GOT A TUMBLR! Follow me! Here's the link: argeiphontes-the-second. tumblr .com

Enough with excuses, though. Enjoy the chapter!

P.S: "Decoherence" isn't a typo or mistake on my part. It refers to an idea in Quantum Mechanics.

* * *

><p><strong>Decoherence<strong>

**Peter Parker**

I often forget: there is so much that I know that others will remain unaware of for their entire lives.

So, initially, I was surprised that Autumn knew so little about the events surrounding Dr. Connors, although I'm not sure how she would've known.

I am riddled with guilt: I begged Autumn to "let the walls come down", and I promised to do the same. But I didn't fulfill that promise by telling her about the Lizard; the subject is merely a fact to me, not something painful that I try to hide. Maybe, if I had mentioned Uncle Ben, or Captain Stacy, or even the fact that I had created the monster myself, with my father's algorithm-

No. Because that's how it goes. The only promises I seem to make are the ones that I can never keep.

"Peter!" Autumn calls from somewhere in the darkness of the gymnasium. "It's past sunset. We should get going."

I slide my mask over my face, breathing in. "Meet me on the roof."

I don't hear her move through the shadows, but somehow, I sense her leaping through the hole and landing on the rooftop. A minute later, I follow.

Outside, the wind is still and the air is strangely warm.

"It's a quiet night," Autumn remarks.

It was a similarly warm, quiet night when Uncle Ben was shot.

"Let's go to those high rises on the East side," she says. "The view will be better."

I nod and ready my web-shooters. Autumn launches herself through the air, over to the next building.

It can be difficult to match our paces- I need more room to swing at full speed, whereas Autumn can quickly navigate tight spaces. In this part of the city, I must weave around various buildings, which gives Autumn a slight lead on me. When I make it to the high rise, she is already there, surveying the blocks below.

"There isn't much going on," I observe.

She nods. "Odd." With a sigh, she collapses, sitting with her legs dangling over the edge of the building. I sit beside her.

It's not really quiet, I guess- Manhattan is never quiet. Rather, it is tame. The 501-crimes-a-night statistic is significantly decreased tonight.

Of course, this alerts every fiber of my being. It must be the calm before the storm.

"You think OsCorp's still looking for me?" Autumn wonders aloud.

I am too lost in my thoughts to reply. Rather, I make a sort of grunt, "Mmm."

The entire area is alive with a diffuse, golden glow, constantly shifting. I regret the loss of my camera at moments like this, when I get the opportunity to have a unique perspective on the world. I could devote an entire album to city night life, all taken from angles out of the reach of everyone else.

"Wide-angle" I mutter. I could capture the most movement at once.

"Hm?" Autumn stares at me, perplexed.

"Uh, nothing," I say dismissively.

She frowns. "No. Wide-angle. That's a lens, right?"

I nod. "Yeah, it's a lens. I, um, I did photography, you know, for the school paper, and-"

"I know," she cuts off my fragmented words. "I remember. You were always kinda in the back of crowds, never separated from that thing."

"Thing?" My voice rises. "My camera wasn't just a 'thing'! It was a vintage Yashica Electro 35 GSN from 1973. It was my Uncle Ben's!"

Autumn raises her hands defensively. "Jeez, sorry. I didn't realize that th- camera was so important to you."

"It's fine," I mutter, ducking my head. I'm not too materialistic- the only reason I really miss it is because it was something by which to remember Uncle Ben. He bestowed it upon me like a medal of honor on my thirteenth birthday. When the Lizard smashed it up, I felt like I'd let my uncle down more than I already had.

"Are you ok?" Autumn asks, cocking her head slightly to the side.

I nod, but I do not answer verbally. Instead, I gaze out into the skyline.

"I've never seen you like this," she comments. "Is there anything I can do?"

But I've slipped out of her reach; I've plunged into the depths of my own introspection. I'm no longer solid, I'm ethereal, and I float along the streets, alongside the ghosts, alive and dead, that haunt me.

There is Connors, a monster cast off by society to the cold confinement of a cell. I wonder: does he regret his actions? If not, he shouldn't so much as dream of leaving his imprisonment behind, not for a long time.

There is Aunt May. I can only imagine what shape she's in. Maybe she's spending this beautiful night alone with her own tears. The thought slices into me, sharp as a razor, and I tear my mind away from her.

There is Uncle Ben, six feet under, well on his way to dust and bones. My promises resonate inside me- but pain wrenches somewhere in my chest. I know, I'll never be able to keep my promises. I've already failed him. I gave up on finding his killer long ago, and gradually, I allowed vengeance to leave me.

There is Captain Stacy, at rest in the same graveyard as Uncle Ben. Well, perhaps, I've kept my promise to him. I'll never forget: as many people as I save, there will be those I cannot. And they will haunt me, because that's a hero's burden.

And there's Gwen. Hell, I don't want to think about her. I haven't, these last few weeks. Whenever my thoughts drift in her direction, so do the pleasured moans, and the pain returns, as does the aggravation of knowing that I'm just not capable of returning the pain.

But tonight, the pain is strangely numb.

"Peter," Autumn hisses, audibly irked. The ghosts dissipate into the city's darkest shadows. "You're seriously freaking me out."

"Uh, sorry," I stammer, but her attention is diverted away from me now. She crouches, muscles tensed, her gaze focused in on something dozens of meters below.

"Come on!" She leaps off the building, and I jump after her. I quickly find a building to web on to. Once I'm secured, I search around for whatever triggered her.

It doesn't take long for me to find it. Some guy is breaking into a grocery store on the corner, and he's making a fucking racket. His only tool is a crowbar, and evidently, he's grown frustrated and has reverted to attempting to knock the lock off the door.

Autumn and I land silently behind him, shoulder-to-shoulder. It doesn't take two of us to take down one stupid criminal, but this is a technique we've rehearsed. She baits him, and I corner him. Simple enough.

"Lovely night, hm?" She strolls up to him leisurely, unsheathing her claws. "Let me give you a hand."

He takes a swing at her head, but she gracefully flips out of the way. I step forward, clearing my throat.

He turns.

My breath catches in my throat.

I've pursued so many look-alikes, but now, I am all but certain. Matted blond hair hangs from under his hat, bags sag under his eyes.

Without another thought, I lunge at him.

Everything else fades. My hands surround his throat and squeeze. The man struggles, but it is futile. Possessed by a force nearly foreign to me, I slam him into the wall. A heavy "OOF!" leaves him, his chest heaving.

"Spider-Man," I hear Autumn say, cautiously, uncertainly. "Um. Maybe…"

My hand travels to his sleeve, and my trembling fingers pull it back.

Sure enough, the star tattoo is there, his brand from the devil.

It feels as if I'm being pulled in a thousand directions: there's shock, incredulity, maybe a little apprehension.

But mostly, there is anger. Hate. A fury that I swallowed down that only now bubbles to the surface. It pulls and it tears and it pulls some more.

And I snap.

My fists slam into Uncle Ben's killer at light's speed, again and again and again. I feel his teeth rattle, his skin bruise, his bones shatter. Perhaps, a few of his blows hit me, but I don't feel it, I am impervious to everything at this moment, I am all instinct, I am the embodiment of aggression, I am a force as unstoppable as nature itself. The blood gushes from his nostrils, his mouth, gashes across his body, seeping through the pores of my suit, hot and sticky.

The man begins to sway, and he collapses in a pool of his own blood. But I am not satiated. I bring my foot down on his face, and his nose breaks with a grotesque CRUNCH.

I draw my foot up again, but suddenly, a black shadow blocks my blow, and I stumble backwards, dizzy.

"Stop it!" Autumn screams, inches from my face. "What the hell are you thinking? You're going to kill him! What the fuck is wrong with you? "

My chest heaves, and words evade me.

The world is uncomfortably sharp, all brightness and edges, no softness.

"Peter," she whispers. "This isn't like you!"

I just shake my head.

"Let's go." She takes my hand and pulls. "Come on. Let it go."

But I can't bring myself to move.

"Come on!"

And that is when we hear the police car sirens, drawing louder as they approach.

"Shit," she hisses. "We've got to go!"

Suddenly, my senses return, and I ready myself to leap into the night.

But it is too late. The police cars surround us in a semi-circle, and the officers file out. Each is armed with the standard issue pistol, and each pistol is aimed directly at us.

My heart begins to pound furiously. My gaze frantically darts around, futilely searching for escapes.

Autumn looks at me. "What do we do?"

It hits me then: if I've got to be in this mess, I'm glad I'm in it with her.

She's calm. She's prepared to 's not going to accept that this is it.

"Count of three," I whisper.

Not that I have a plan for the count of three.

"Freeze!" One officer shouts.

I feel Autumn begin to tremble beside me. I find her hand and clasp it in my own, and she steadies.

"Lay down your weapons!" I suppress a snort. There's no way I'm parting with my web shooters so easily. "You are under arrest! You have the right to remain silent."

I mouth to Autumn, "One."

Her yellow eyes widen. It occurs to me: this is her first close, dangerous encounter with the cops. I squeeze her hand tighter, attempting to provide silent reassurance.

"Anything you say can and will be used against you in a court of law."

"Two," I mouth.

Maybe, if there were a way to distract everyone here, we could get out, fast.

Autumn sighs and allows her eyes to flutter shut.

That's when it strikes me:

The past few weeks, starting when I pulled her off of the street. She was defensive, yes. But, it didn't take me long to notice her strength, her bravery, her intelligence.

And only now I realize, just from feeling the delicate structure of her hand:

She is beautiful.

"You have the right to an attorney. If you cannot afford an attorney, one will be provided for you. Do you understand the rights I have just read to you? With these rights in mind, do you wish to speak to me?"

"Three," I murmur.

I lift the bottom of my mask up, revealing my lips, and in one fluid motion, I spin Autumn towards me, lift her into the air, and place my lips on hers. She gasps, but she doesn't fight me. Rather, she presses back with just as much force. My grip on her tightens, and I feel the quick pulse of her heart, her deep breaths through her nose. A bright flash hits the corner of my eye. Vaguely, I register that the flash is from a camera.

After an eternity, we separate, and I pull the mask back over my lips. With Autumn still in my arms, I thrust a web upwards, safely away from the forces around us.

The second we hit the rooftop, we've taken off running, faster than I thought was possible. I doubt the police will pursue us too much- they never have before, really.

But then my actions begin to weigh down upon me.

The media goes on and on about how I'm a menace- I've only supported their argument tonight. I've never really hurt someone, and I've certainly never beaten someone senseless, especially someone seemingly innocent. Maybe I got into some brutal fist fights with Flash, but that was before.

I'm royally fucked.

I see Autumn's form drop onto a rooftop ahead of me. I swing over to her and land by her side, soundlessly.

For a second, our eyes meet but neither of us can find words. Instead, I scour her face for any sign of emotion. Did I frighten her, did I violate her by kissing her? But her lips are set in a straight line, and she is masked. It seems she is determined not to give me answers.

"What the fuck was that, Peter?" Her eyes flash gold, and her voice is dangerously level.

"Um," I say. Because really, I don't know. I didn't know what I was capable of, and I sure as hell have no idea how to explain that to her.

"Don't you dare start um-ing!" She growls, unsheathing her claws.

I take a step back.

"You nearly killed him!"

"Uh, I don't, just please-"

She lashes out at me with the claws of her right hand, striking my cheek and sinking through the flimsy rubber of my mask. Adrenaline does nothing to lessen the sting. My hand rises to the wound and tenderly traces the scratch marks.

"Ow," I moan weakly.

"Are you going to explain yourself now?" Autumn hisses, leaning towards me.

I take a shaky breath in. I've hid this from her because it hurts. It hurts to talk about it. And it only hurts more now than it ever did before.

"That man…" I realize that my cheeks are wet with tears. "That man killed my uncle."

Autumn's demeanor instantly softens. She retracts her claws. "Oh my God. Oh, Peter." She places her hand on my shoulder. "I'm so, so sorry."

I shake my head vehemently. "No, don't. It's my fault. It's my fault he died."

Just saying those words makes me want to double over, but I will myself to stand tall. I ignore the constriction in my chest and force myself to continue. "I could have saved him, but I didn't, I-"

"Peter!" She gives me a stern look. "Stop it."

But I just keep shaking my head. "No, no, you don't understand. We got in a fight, and I ran out of the house and I went to this convenience store, but I didn't have enough money to pay for milk and the man, Uncle Ben's killer, he was there and he stole money and the milk for me, and he must have bumped into Uncle Ben after that, a couple streets away, and…" I trail off.

Autumn moves her hand down to my arm and gently squeezes it. "You couldn't control what that man did. That was his own horrible, unfortunate decision."

"But it was after the bite!" I protest. There is no way to make her understand, no way for anyone to understand. This is my burden, with no relief to be found. "I had powers, and if I had stopped him after he robbed the store, it never would've happened…"

"And if I acted differently when OsCorp stormed my house, my mother might still be here," she says grimly. Sighing, she adds, "But with each choice we make, each action we carry out, the more decoherent this reality becomes. And the less coherent reality is, the harder it is to go back. It's hard, but I've forced myself to keep moving on." She gives my arm another reassuring squeeze. "As have you. You didn't pull the trigger, Peter. You didn't obfuscate reality."

Only then do I realize that she's crying, too.

"I assume you were close," she adds after a long pause.

"He raised me," I sniff. "My parents left when I was four years old. And then they died in a plane crash."

Autumn's arm drops back at her side. "What a sorry lot we are." She cracks a melancholy smile. "Both of us orphans."

We do not speak for minutes following that exchange. I watch the streets below. Tragedy, promises, hopes pass by. The initially euphoria, the bloodlust I felt when faced with Uncle Ben's killer has faded, leaving me with guilt. I thought I'd be vindicated. But revenge never lives up to its name.

Finally, Autumn breaks the silence. "Um, may I ask you something, if you don't mind?"

I nod.

"Why did you kiss me?" She blurts out.

I swear, my heart stops.

If I thought I couldn't vocalize my logic earlier, now I have no chance in hell of doing so. It was a pure wave of emotion precipitated by the euphoria I initially felt, tempered by a couple of weeks of intense interactions.

It's not something that's supposed to be spoken.

"Uh, I, uh..." I stammer.

"Peter." Autumn looks at me, pityingly. "Don't make me scratch up your other cheek."

"Well, shit." I shake my head. "Shit, shit, shit. You might as well, you know, get your claws out."

She purses her lips. "I'm not mad. Just curious."

My heart begins to pound. "Wait, uh, you didn't mind?"

"Not at all," she smiles thinly.

"Um, it felt right," I say. "Not that that makes any sense, of course, but it did. To me, at least. I mean-"

"-Peter?"

"Yes?"

"Stop talking." She lightly places her hand on my chest, much to my surprise. "It's funny. I really thought I'd care. But I didn't. It was a little public for my taste, though. It'll be all over the newspapers and TV and everything," she says, wrinkling up her nose.

I remove my mask and this time, when I lean in, her glowing eyes meet mine, only to flutter shut when our lips touch. My arms wrap around her tiny waist, and I feel her heart racing. Then, my eyes close too, and I try to tune out everything else, just to focus on her. The car horns fade to silence. The musk of the smog dissipates.

When her lips leave mine, I say, "That was private. Just for us."

"Just for us." She smiles. "I can live with that."

"Back to the gym now?" I ask. "The night's been a bit too eventful."

"Just a bit."

So, when we travel the winding streets back, we do so at our own leisurely pace. There is so much to register that I cannot handle it all right now. I decide to sleep on it, and to sort through the baggage when I awaken.

Autumn and I reach the roof of the gym at the same time. As she's about to slide through the hole, she freezes. Her muscles tense, her eyes narrow, and her claws slide out.

"What's wrong?" I ask, a dull feeling spreading through me.

"Don't you smell it?" She whispers.

I shake my head.

She turns her head to face me. "Someone's in there."


	18. Part 1: The Light of Dawn

**Author's Note:** Well, this is it, the last chapter of Part 1!

I wanted to post it earlier, but I had to prepare for a writing competition all week.

A few other notices:

I am currently reformatting parts 2 and 3. When I started writing "Acatalepsy", it was called, "This Convoluted Life" and it was shortly after the release of the Avengers and the first Amazing Spider-Man movies. Now, we've had three more Marvel films, one of which has completely changed the structure of the MCU. In addition, TASM 2 has been released internationally, although it will not come out in the US for another three weeks.

**(If any of my international readers have been lucky enough to see the earlier screenings, would you be willing to take the time to PM me a detailed full-plot summary/ review of TASM 2? I don't mind spoilers, in fact, the more the better! It would help me start redoing the outline! Thanks!) **

Right now, I'm thinking "Acatalepsy's" part 2 will mostly tie into TASM 2, while part 3 will deal with Captain America: The Winter Soldier and possibly set up sequels. So, just to make chronology clear, as of the end of Part 1, Neither TASM 2 nor TWS have occurred. Autumn and Peter are currently in the fall of 2013. The events with the Lizard occurred earlier that school year (I know, the movie came out in 2012, but I need to keep it consistent for my fanfiction. Also, it is high school football season in TASM, meaning September-ish.)

Also, I'm not sure if you saw this on my last update, but **I got a Tumblr!** **My URL is: **argeiphontes-the-second . tumblr. com (Excuse the spaces, this website will erase any URLs, so this is the only way I can put it on here). If I get some more followers, I may start posting some excerpts, previews of chapters and other fics, and even early drafts or my more interesting prewriting exercises. Just a thought. Let me know if any of you would be interested to see that stuff! Personally, I find it interesting to read about other authors.

(WOW, this was long- if you're reading this, you're amazing! If not- I so don't blame you).

Anyway, Part 1 has been a journey, and you, my dear readers, have made it amazing! Thank you for your support!

~Argeiphontes

**The Light of Dawn**

**Autumn Legler**

Breathe.

I inhale sharply, attempting to slow my racing heart. But it's to no avail, and I spit the breathe back out.

It's finally happened. OsCorp has found us.

"We have to run, Peter," I hiss. "Now. Before they attack us."

Peter pulls his mask back over his head. "Who's 'they'?"

"OsCorp!" I snarl, exasperated. It's obvious.

"Are you sure?" He cocks his head to the side.

"Well, who else would be there?" I cross my arms.

"Are you sure there's actually anyone down there?" The skeptical note in his voice irks me.

"Of course I'm sure! I smell them." The scent is sharp and clear: it's not our own. But it's not distinctly OsCorp's either. But only OsCorp's scientists carry a scent I would recognize, since I spent time in their facilities. To me, the guards smell like anyone else.

"Alright, maybe it's not OsCorp, but there's someone inside," I amend.

"I'll go in first," Peter says, stepping towards the hole. I reach for his arm.

"No! It could be dangerous," I protest. "And your Uncle's killer beat you up pretty badly." I was shocked to see his face covered in bruises when he removed his mask to kiss me. He doesn't appear to be in pain, but I can't keep myself from internally wincing. "I'll go in. I can see in the dark, anyway."

"But I can find the intruder and quickly immobilize them," he argues.

"You're assuming it's only one person!"

"Just let me in first. You can follow immediately after," he allows.

"Fine," I grumble.

He slides through the hole, and several seconds later, his feet hit the ground.

As I'm about to enter, I hear the faint "swish" of Peter's web shooters.

My heart catches in my throat.

I had hoped I was mistaken. Evidently, I'm not.

Without another thought, I leap through the hole.

The second I land, I whip around, looking for the assailant. It doesn't take me long to find him. He is tall, broad, imposing, dressed head-to-toe in black.

And he is face-to-face with Peter, his hand resting on a taser at his side.

"Hold your fire!" The man's voice is a deep baritone, somehow dripping with authority and demanding of respect.

Too bad Peter and I are so infernally defiant.

"Yeah, somehow, I feel that you're going to turn me into a platter of barbecued spider if I do that," Peter retorts.

The man draws the taser.

Peter immediately shoots a wad of silk at his face, but the man ducks.

I lunge at the man's back, figuring victory will be simple if we ambush him from both sides. I swing my leg around, slamming it into his chest. He stumbles a few steps before turning towards me, aiming for my torso with the taser.

I flip backwards, dodging the blow.

He stands his ground, his taser humming with electricity. Peter attempts to web him again, frantically spinning webs in his direction. But the man is agile, diving out of the way.

"I'm not here to fight you!" he booms.

"Sure," I snarl, clenching my teeth. "And these claws are rubber. Seriously."

I launch myself towards him again, spiraling through the air. This time, he's quicker with the taser. It grazes the edge of my shoulder, leaving behind smarting skin.

I shake off the pain and attempt to ply the weapon away from him. But he has a good hundred pounds on me, and I struggle against his pull.

In a final effort, I jerk my elbow into his ribs. He stumbles, losing his grip on the taser. In a flash, it leaves his hands, sails through the air, misses his nose by millimeters, and lodges itself in the wall.

"What the fuck are you doing in our house?" I growl.

"Hardly call this a house," he mutters. "Put away the weapons, and we can talk civilly."

I open my mouth to protest, and he glares at me. With a start, I realize that the man is missing an eye, with his left covered by a patch. It doesn't matter, that one-eyed glare could silence a thousand soldiers.

"I'm sorry, we were just a bit...startled," Peter says. I shoot him an incredulous look.

"Miss Legler, Mr. Parker," the man addresses us.

I scowl. "How do you know our names?"

"Your secrets?" He looks down at me. "They're not really secrets."

I ignore the cold feeling spreading inside me.

"Who are you?" Peter asks.

"Nick Fury, Director of the Strategic Homeland Intervention, Enforcement and Logistics Division."

I glance at Peter, perplexed.

"S.H.I.E.L.D," he muses. "That secret government agency that no one knows anything about."

"Yes," Nick Fury says.

"No, you may not cut me open to see what makes me tick," Peter says. "Sorry."

Fury lets out an exasperated breath and massages his temples. "Enough with the snark, both of you," he grumbles. "I swear, put you two in a room with Stark…"

"Well, if you're not going to dissect us, what do you want?" I cross my arms impatiently.

"No. Snarking," he repeats. "Are we clear?"

He waits until both Peter and I nod.

"Excellent." He begins to pace back and forth, back and forth. "Ever heard of a little group called the 'Avengers'? Earth's Mightiest Heroes, all that crap?"

For a second, I stare in shock.

You've got to be shitting me, I think.

And then, I struggle to refrain from laughing.

"Oh, no." Peter exhales. "No, no, no, no, no. We are not going there."

Fury opens his mouth to speak, but I cut in.

"Do you really think we're going to fall for that crap?" I snort. "Sorry, we're not idiots."

"We know what we can trust," Peter adds. "I've been out there long enough."

"Oh, yeah?" Fury scowls. "Well, I've been out in the field a little bit longer. Let's see." He taps his foot. "Alien invasion. 18 months ago."

"Please," I roll my eyes. "The official report said it was a meteor shower on an unfortunate trajectory." I sat down and did the math myself.

But I'm not sure. My numbers didn't agree with the report.

I told myself it was a conversion error.

But I don't make that many mistakes.

The doubt has never left me alone.

"That's what the official report said," Fury leans forward. "But you read the news articles. It was on the front of the newspapers for a month afterwards. You couldn't miss it. It's farcical, isn't it? You tried to tell yourself it wasn't true." He chuckles. "Well, that's not my fault. I tell them all to release the documents. But they say that the world isn't ready." He scrutinizes us. "Well, maybe they're right. If you're not ready, who is?"

I've wanted to accept it, I've wanted to accept it for so long. Extraterrestrial contact! Yes, they tried to destroy us, but what a breakthrough! I've done the research. Statistically, it was only a matter of time before we were to make first contact.

But I rationalized it the way one rationalizes ghosts: it was an intriguing thought, but unrealistic. It seemed the world was split in two after the events of the "attack"- there were those who believed and those who did not. And, for the most parts, the believers had been citing Area 51 and Roswell before any of this happened.

And I am a rational person. So, I didn't let myself buy it.

Was I really so stubbornly rational as to blind myself with lies?

"Fine," Peter spits. "New York was attacked by aliens and saved by the Avengers. Well, tell me this, Mr. Fury. I'm on the streets every night, risking my ass to save lives. Where are your Avengers? What are they doing with their time?"

I'm somewhat surprised. Never have I seen Peter so bitter about what he does.

Fury takes a step closer and glowers at Peter.

"Don't you ever dare call me 'Mr. Fury' again. It's 'Director Fury' to you, 'Nick' to my drinking buddies, and never, ever 'Mr. Fury'," he growls through clenched teeth.

Peter actually shrinks back. "Uh, I'm sorry, uh, Director Fury, sir," he stammers.

Fury straightens, somewhat appeased. "And you sure as hell better not be insinuating that the Avengers are sitting on their asses all day."

"Um-"

"Go ahead," Fury purses his lips. "Say it. 'The Avengers are sitting on their asses.' I dare you. I double-dog dare you."

"I wasn't going to say that!" Peter explodes. "But Autumn and I have never seen another superhero in New York City."

I do see where Peter is coming from; we carry a large burden, and if there are others to share the load, they should be obligated to do so.

"You live in a little bubble," Fury shakes his head. "The world is a lot bigger and a lot more dangerous than your sorry asses could imagine. That's why I'm asking for your help."

I was always reluctant to acknowledge the existence of the supernatural, but who am I to deny it now?

"Why do you need us, though?" I ask. "You've got yourself a rather powerful team already."

"Yeah, well," Fury snorts. "They're flawed. Some of the have egos bursting through the roof, some of them have serious anger issues, and most of the time, they're all at each other's throats."

I blink.

"Sounds pleasant," Peter says dryly.

"Oh, I didn't say anything about 'pleasant'," Fury grins. "But I'm sure you'll find the perks more than adequate."

"Go on," I allow, surprising myself. Peter and I seemed to have a tacit agreement- whatever this man said, we were to push back. But we both seem to be wearing thin.

"First off, shelter. Decent shelter in the HQ," he holds up a finger. "A constant supply of food, water, and clothing. Education in whatever subjects your smartasses desire. Other essentials. Access to research labs, technology, and weaponry that are not available to civilians. And I'm sure we could get a nice little salary worked out," he finishes his list, holding up all ten fingers. "Not to mention a way to push back at OsCorp."

"You know about that," I remark, but I'm hardly surprised. The man seems to be a bank of knowledge fed in from surveillance systems.

"What do you think I'm looking to hire you for?" He spreads his hands in front of him. "I'd literally be paying the two of you to get your revenge!"

It's enticing, alright; it is so, so, impossibly enticing.

"I don't believe it," Peter shakes his head.

"How do we know we can trust you?" I scowl. In fact, out of everyone in the world, the only person left that I trust is Peter. There is no good reason I would ever lend my trust to a strange man making impossible promises.

"I assume flashing my badge at you won't do the trick," Fury sighs.

"No, it will not," I retort curtly.

"I deal in espionage, Miss Legler. By definition, you shouldn't trust everything I say," Fury fixes his single-eyed gaze on me. "But I've got morals, and I've got loyalties. And in this world, that's more than enough to get by."

Peter glances at me. "May we speak to each other for a minute?" he requests. "In private?"

Fury nods.

We head to the back corner of the gymnasium, the darkest corner.

"So, is he full of shit or not?" I whisper to Peter.

He shrugs. "Hard to say. I mean, I've heard of S.H.I.E.L.D. They're kinda like the Men in Black: they're mysterious, they work in the shadows, cover up things the rest of us aren't supposed to know. It makes sense that they'd track us down."

I can see it in the way he holds his body: he really, really wants this to be legitimate. This harsh way of living has taken a toll on Peter. He aches, inside and out, and anything, anything remotely resembling normalcy would satiate him.

But I frown. I can't let him hurt himself. I couldn't live with myself otherwise.

"We don't trust people we don't know, Peter," I sigh. "It's a tempting offer, a really tempting offer. But we don't know this 'Director Fury'. For all we know, he's OsCorp."

"But I don't think he is, Autumn," he argues. "And if he is OsCorp, he's a hell of an actor. I feel it."

This unnerves me; I seek confirmed, indisputable information, always. Peter's 'Spider-Sense'- really, his own intuition- is foreign to me.

I shake my head, unconvinced. "I still think we should run while we have the chance." I itch to move, to save myself, but I would never desert Peter.

He's just so damn insistent, though.

"Let's say he is OsCorp," Peter straightens. "He could be a way in. A way to information. Our investigations haven't even taken off."

"And if he's telling the truth, we'll have some resources on our side," I consider this angle, weighing my options. I suppose I cannot run forever, and all hiding places must come into the light. One way or another, I will have to face my demons.

Peter reaches for my hand. "Are we decided?"

I clasp his hand in mine. "I think we are."

We emerge from the shadows to approach Fury. Light pours through the hole in the ceiling, early dawn streaking the sky like long lost hope.

In unison, Peter and I take a deep breath.

"When do we start?"


	19. Part 2 Prologue: 240 West 55th Street

**Author's Note: **So Part 2 begins! There's another prologue, kind of to bridge the gap. Also, I wanted to feature Hill again- she's such a great character, and so brilliantly acted by Cobie Smulders (I loved HIMYM, even the finale, sad as it was!)

So, for those of you who are also fans of both the MCU and How I Met Your Mother, I will be writing a crossover oneshot that takes place during and after the events of the finale!

The gist: "It pains Maria Hill to stay away. She tried to maintain the facade, but it was inevitable: she _had_ to disappear sooner or later. It's better that they think she's merely successful, distant, and selfish- it would hurt them less than the truth: Robin Scherbatsky is but a lie. All she can do is watch from the shadows, bitterly missing those nine years stationed in New York, the years with Barney, Marshall, Lily, and Ted. And now, as they find happiness, success, and raise families, Maria Hill is left only with regret."

Expect to see it sometime in the next few weeks. I'm not sure how long it will be: I'm just running with it :)

Also, something I want to explore is how Hill's doubt about the Avengers and Fury's methods that was hinted at in the Avengers evolves. In The Winter Soldier, she seems much more "Team Fury". But then again, the events of that movie would pretty much overturn all of her qualms, I would think!

**Part 2**

**Prologue: 240 West 55th Street**

The bar on West 55th Street is crowded, even for a Saturday night. Every available seat is filled; in fact, the pub is so packed that it is difficult to move much all. The noise of these dozens of people talking, shouting, laughing, and crying leaves an uncomfortable reverberation in the ears.

Yet, somehow, the dark-haired woman sitting at the booth in the back hears her phone ring. She glances down.

"Shit," she mutters, standing up. "I have to take this, guys," she says, addressing her party. "Work."

Maybe one person nods, but the rest are engrossed in an intense debate: band or DJ? Quite frankly, she thinks the argument grew tedious long ago.

She pushes her way through the masses of people, out the door, onto the sidewalk. With a slide of her finger, she accepts the call and presses the phone to her ear.

"Agent Hill," says the voice on the other end.

She sighs. "Yes, sir."

"I followed through on the file you gave me. Peter Parker's." Nick Fury pauses. "And the girl. The one we've been looking into, who disappeared several weeks back. Autumn Legler."

Hill shuts her eyes and rubs her temples. "Is there an issue?"

"Well, they nearly took my head off with a taser, but otherwise, no."

Ice spreads inside of her.

"You've already recruited them," she says it as a statement, not as a question.

"I did," Fury chuckles on the other end of the line. "You were going to fight me each step of the way, so I just went ahead and did it. They're at the New York Headquarters now. I'm going to need you to report to debrief them."

Hill's hands shake with anger. This is unbelievable.

"Are you aware that this is the first day I've had off in six months, Director?"

"Yes," he responds immediately. "I'm also aware that you elected not to take those days off."

"It was a tumultuous period," she retorts defensively.

"Boy issues, Agent Hill?" Fury snorts.

"I have a life, you know," she rolls her eyes. "Outside of S.H.I.E.L.D. I have friends. Plans. And sure, boy issues, if it satisfies you to make cracks about that. But never mind that, go on."

"No, I do mind that, I've simply decided that your work is more important at the moment."

"Like I don't know that," she mutters. "So, you need me to come in to debrief them. If I may ask, sir, if you're going to take the time to recruit them yourself, what is urgent enough to make you leave them in my hands?"

She knows before the words leave his mouth: she will not like his answer.

"I'm assembling the Avengers."

A heavy sigh escapes her lips. She is beyond anger; she is merely disappointed: how does Fury not see? At such a dangerous time, there is no room for playing around with superheroes. They must take a conservative path straight down the middle, taking care not to deviate from the established rules of the game.

"Director," Hill says, her words strangled, once she has taken the time to gather her thoughts. "With all due respect, what is your purpose?"

Fury's voice deepens, gaining a harsher edge. "I have suspicions, Agent Hill, suspicions that I will spare you, because maybe, one day, that will save your ass."

"And the Avengers are supposed to help you explore these suspicions?" She is incredulous: he is placing far too much responsibility upon these untrained, incompetent individuals! "It is a far safer course of action to send in a team of specialists to investigate."

"I'm talking about things that the average agent can't do." She can tell, Fury is losing his patience with her. If she is going to get her point across, she must make it concise and blurt it.

"You could send in Coulson's team- they're good at going off the grid and dealing with strange circumstances." But the suggestion is flimsy, and she knows it.

"How hard do you want to push Coulson right now? You want to talk about dangerous? Because that could potentially be a disaster."

Hill blinks, hard. "Alright, sir. But may we discuss the fact that Autumn Legler and Peter Parker are minors? Legally, we cannot employ them, and even if we get them special clearance, it's reckless! People get hurt in this profession, sir- they die. We cannot expose children to that."

"They're already exposed to it, Maria. OsCorp abducted Autumn at gunpoint in the middle of the night and injected her with unknown substances. They have bullied Peter into leaving behind his familiar life. Both have lost family at the hands of violence. They're prepared for this lifestyle. They're living it, no matter what we choose to do about it. Besides, Peter will be of age in a couple of months."

Fury's reasoning seems logical, but Hill cannot wrap her head around it. A single obligation drives her work: She must protect as many people as she can. And while sacrifices must be made to achieve that, children cannot be the sacrifice.

"I don't have unlimited time, Agent Hill," Fury barks, cutting into her thoughts. "You disagree with me. You think I'm losing it. That's fine. Meanwhile, I've given you an order, and you've gotta obey it. I'm assuming you understand this."

"Yes," she says, begrudgingly. "Sir," she adds as an afterthought.

The line goes dead.

Hill sighs.


	20. Part 2: The Widening Gyre

**Author's Note: **I'm sorry that it's been awhile since I've last updated! Once again, it was a long chapter. And, I couldn't resist throwing in the Yeats reference in the chapter's title.

Thank you to all of you who have followed/ favorited the story in that time!

I'm going to wait about a week to post the next chapter, since it directly ties in with the events of The Amazing Spider-Man 2. It opens in the USA on Friday, and I still need to see it! I know enough of the plot to have started making a rough outline of parts 2 and 3 of Acatalepsy, but it's not the same as actually watching the movie. I've been looking forward to the sequel for so long!

I may post a film review on my tumblr: .com. If you're interested in hearing my writing, pop culture, and fandom related thoughts, follow me!

Without further ado...

**The Widening Gyre**

**Autumn Legler**

Fury is a man of many secrets.

Few people can conjure a stealth helicopter on demand, directing it straight onto the roof of the gymnasium.

"Pack up all your belongings," he says. "You won't be coming back here."

I place my hand on the wall. Over the past several weeks, I have grown fond of the unbroken darkness, the lingering stench of sweat from years before.

But I push those thoughts from my mind. I'm not allowed to be nostalgic. If I can't mourn my own mother, I can't mourn a building.

Peter and I possess little. Everything I own I can carry in the bag I stole so long ago. Peter hastily shoves rumpled, dirty clothing into his backpack, and picks up an old, battered brief case by the handle.

"Ready," he says.

I glance up at the hole, for the last time. "Um, Director Fury, do you have a way out? You don't need us to, er, carry you or anything, do you?"

I see no way to hoist him through the hole. Fury's power is not derived from the ability to leap twenty feet into the air, unlike our own.

Fury gives a throaty chuckle and removes a tool from his belt. "This baby will burn through steel in seconds. You can meet me in the 'copter."

The helicopter is small, but not uncomfortably small, and the pilot only addresses us with a nod. Peter and I take seats next to each other in the back. I soon find my hand wrapped in his. It occurs to me that I'm shaking.

"Scared?" he whispers.

I shake my head. I'm only concerned with anticipating the next few hours.

Fury clambers inside and shuts the door behind him. He lowers himself into a seat across from me. "I'm planning on dropping you at the New York HQ. I have to run. You'll be debriefed by my Deputy Director, Maria Hill."

We nod, alert. Peter's grip on my hand tightens. I realize that he, too, is trembling. It is easy to read the look in his eyes: He is nervous. Peter Parker does not trust bureaucrats.

"I will warn you now, and I advise you heed this warning. Do _not _mess with Hill's ass. No snarking, no talking back, no throwing _anything _at her head."

"Sounds delightful," Peter mutters, casting his gaze at the floor.

"Agent Hill is a force," Fury narrows his good eye. "She's already whining to me about how _irresponsible _I'm being, recruitin' a couple of teenagers to do the work of elite officers."

Sighing, I think that it's too reminiscent of some of my school teachers. Some adults will always assume kids can't be trusted with bathroom passes, let alone the fate of the world.

"So we should prove her wrong," I say.

Smirking, Fury replies, "You're not gonna do that. _Nothing _you do will change her mind. No, you're gonna go in, you're gonna be respectful-"

"Because we're so good at that," Peter mutter. Fury shoots him a look and continues.

"You're gonna go the full 'Cap' on her if the need arises. 'Yes, ma'am. No, ma'am. I will not throw this taser at your head, ma'am.'."

I smile, somehow satisfied. "That really bothered you, didn't it?"

"You _do _realize even Stark hasn't physically assaulted me," he huffs. "Imagine how embarrassing. My tombstone could've read, 'Here lies Nicholas Fury, who was beheaded by some mutant teenagers."

"But it won't. Get over it." I pause. "Sir."

Fury nods approvingly. "Lose the sass, and you've got it."

The helicopter makes a sharp turn, and I stabilize myself by grabbing Peter's arm. I look out the window and my breath catches in my throat.

"We're nosediving straight into the Hudson River!" Peter shouts, panicked.

Fury chuckles, mostly to himself. "You two have a lot to learn."

We crash through the water, slicing it apart around us. There's a rumbling as the riverbed splits beneath us, and the helicopter slides through into an expansive construct beneath.

I let out the breath.

"This is the garage. The actual system of buildings is under the solid ground and has various tunnels connecting to subway stations. I just thought I'd give you the proper welcome."

We land on a platform, and the doors open. Fury motions for us to take our baggage and step out.

"I'll check in the next time I'm in the area," he says.

"It's been a pleasure," Peter replies.

The doors close and the helicopter take off again, the blades beating up a whirlwind. My hair flies before my eyes, a thin veil between me and this strange new world.

Footsteps approach from behind. I turn.

The woman facing us is tall, dark haired, and somehow both regal and simple, wearing a catsuit bearing the SHIELD symbol and her hair tightly pulled away from her face.

"Miss Legler. Mr. Parker." She nods briskly. "I am Agent Maria Hill, Deputy Director of SHIELD. Follow me."

That's it. No pleasantries, no extended hand.

Fury was not exaggerating.

Peter and I exchange a glance and oblige.

The halls of the SHIELD facility are simple and bare, lacking any decoration except for the eagle that it seems is littered upon every inch of everything the agency. The people we pass shoot us strange glances, curious, perplexed, and perhaps judgmental.

I can only imagine what we look like. I am covered in filth, bruises, and dried blood, the sum of weeks on the street without regular access to a shower. My costume is torn in a hundred different places, and I carry my mask under my arm. There is no one to hide from, here. Or so I have been told.

I tilt my head downwards. These people already have plenty of reason to stare. They do not need to see my eyes, nor should they have the chance to register exactly _how _those eyes are different from their own.

Peter seems more nonchalant. He strides as if walking on water, unmasked but still adorned in the rest of his Spider-suit.

Perhaps, he's just tired of hiding.

Agent Hill brings us to a small room, furnished only with a table, three chairs, and a laptop computer. She motions for us to sit, opening the laptop and briefly typing a note we cannot see.

"I will ask you some questions before we continue with the debrief," she says. We nod.

The first couple of questions are simple: how did we get our powers? What are the aforementioned powers? Briefly describe past experiences with OsCorp.

Her attitude does not change. Her words are shards of splintering, windblown ice, cutting into my skin. I try to mask my discomfort, but somehow, I sense that she can see straight through the facade.

"Miss Legler," she begins. "As I'm sure you're aware, it is well publicized that you are responsible for the murder of your mother."

"I did not kill her, ma'am." I force myself to unflinchingly meet her eyes.

"SHIELD is aware," she snaps. "You were not brought here to prove your innocence."

I shift my gaze to the blank plaster wall, unsure what I did to deserve such invective.

"Miss Legler, please focus. I'm over here."

Slowly, my breath escapes through my teeth and I turn towards her.

"Thank you. As I was saying, it is dangerous for you to operate under your current identity." She cooly looks me over, and ice spreads through my veins.

"Dangerous how?" I ask, trying to keep my emotions from spiraling out of my grasp.

"We could prove your innocence, but that would likely involve a long, messy affair in the justice system. Additionally, you would always carry the stigma of being a girl accused of murder." She pauses. "It is likely that people would fall short of respecting you as a SHIELD operative, unable to see beyond your criminal past, or possibly expose you while working undercover."

My heart pounds with the weight of lead. I have lost too much. I have lost everything I own, the normal life I once led. I have seen the life taken from my mother before my eyes. I have lost humanity, venturing into the ambiguous, untraveled realms beyond.

I cannot lose the last element of my past: my name.

"That's unacceptable," I say, feigning calm. The words sound more harsh than I intended, and Hill's eyes narrow.

"This is not a choice, Miss Legler. This is a precaution, one we must take."

_Rationalize. A name is only a string of letters, an artifice of language. _

But it is also an easy way to recognize the self, a drastically different self.

Drawing air in slowly, I prepare a civil response. "May I have some time to choose a new name?"

Hill rolls her eyes. "You should realize that some operatives change their identity once a week. We are planning to create and publish a death certificate for the fifteen-year-old girl known as Autumn Legler, who will be found innocent posthumously. Her body will be cremated, and she will quickly fade from memory. You will be able to function without the burdens of your past."

But the demons of my past won't be so easily eliminated. Ghosts will always trail behind me, and Autumn Legler will soon join the ranks of those ghosts.

Peter squeezes my shoulder. "I'll change my name, too, if it'll make you feel better. Eduardo. I've always like the name 'Eduardo'."

Despite myself, I crack a smile.

But Hill's scowl puts a rest to that. "This is not such nearly as big a deal as you think it is. But, if it's _so _important, you may have a week to decide on a new name."

I take a large gulp of air. "Thank you, ma'am."

She nods curtly. "You, Mr. Parker, have sufficiently managed to keep your identity secret. As such, it will not be necessary for you to take on a new identity."

Peter nods and Hill continues. "You should be aware of the extents and implications of the commitment you're about to make. This is a dangerous field. You _will _get hurt, and you _will _put your life on the line regularly. It's not a matter of 'if', it's a matter of 'when'."

"Understood," Peter says. I stifle a snort. While she may consider herself a herald from the heavens looming over us, this concept is not news to us.

"As I'm sure you're aware, we have brought you in to investigate the circumstances concerning OsCorp." She glances down at her notes, adding, "This goes beyond what the two of you have experienced. While troubling, Fury is concerned about something hypothetically… bigger."

My brow furrows. "Bigger _how_?"

Her look is as solid as stone. "That, at the moment, is unclear. Which is why we've decide to bring in _special forces, _evidently." She says those two words with scorn, as if discussing garbage. I remember what Fury told us: she considers his decisions ,irresponsible. "But we've been pursuing OsCorp for some time now, with little success. We've suspected them of trading weaponry with terrorist groups, including the Ten Rings and Centipede. However, attempts to uncover records of such transactions have failed. The computer systems and digitized records have proven to be impossible to hack into. The World Security Council and the United States Government have refused to give us the warrants necessary to conduct a search on OsCorp property."

"Even after what Connors did?" Peter frowns. "I thought he was arrested."

"He was," Hill replies. "By the NYPD, and was then taken directly to a mental institute. Unfortunately, SHIELD was weakened after the Chitauri attack, and we didn't have enough effort to expend in New York to aid you," she gestures as Peter, "In your fight against the Lizard, nor to apprehend him ourselves. We could only cover up the fact that a humanoid lizard had destroyed a significant portion of the city. OsCorp was very willing to play nice over that one. They publicly claimed to not have known what Connors was planning until after he acted. We were only granted a search into Connor's background, not into OsCorp itself. OsCorp gave us everything we asked for during the clean-up effort."

"What about what they did to me?" I ask. "Is that grounds for a search warrant?"

"If anyone knows," Peter cuts in. "I saw them destroying the evidence at your apartment, remember?"

"That's one of the issues," Hill agrees, "And why Fury has elected to bring you in. As I said, it is unwise to put you through the judicial system. Your… altered state will get out, and it will turn into a highly publicized ordeal. No, hopefully OsCorp has dug itself into a deep enough hole this time around that they've left a few tracks in the dirt. Your job is to find those tracks and get us something big enough for a warrant."

Peter and I exchange a glance. My heart pounds with anticipation, and my claws itch for the chance at revenge.

"If you have no further questions, that will be all," Hill says abruptly, rising from her chair. Peter and I echo the movement and quietly thank her.

"Your quarters will be in the living area on the east end of the base." She exits the small room and begins to lead us through the winding halls. Once again, we are the subject of numerous stares and odd looks. Perhaps, I never truly respected the convenience to having a mask to hide behind.

Eventually, the halls begin to narrow, leading us into a row of number-marked doors. Hill stops before the door marked "101".

"Yours, Miss Legler," she says, gesturing for me to put my finger on a scanner on the knob. I oblige, and the scanner takes a second to records the ridges and bumps.

"You will be next door, Mr. Parker," she adds, nodding at room 102.

Without another word, she marches away, the clicking of her heels against the floor echoing off of the walls.

I face Peter. "We don't talk until after I take a very, very long, hot shower."

The room, like almost everything else in the SHIELD base, is clean-cut and sterile. The sheets and blankets on the bed are as white and crisp as paper, not a crease in sight. These people seem to like to work without frills; everything in the room is a necessity. In one corner is a dresser, clothing neatly stacked inside. There is also a kitchenette with a stove, a microwave, a coffee pot, and a mini fridge, stocked with assorted food and drink. Two mahogany chairs face a matching table, topped with a laptop bearing the SHIELD logo.

But I'm most interested in the door that leads to the marble-floored bathroom.

The knob of the shower is stiff, and I turn it with effort. A thick steam rises, misting over the mirror, curling down my throat. I peel off my battered clothing, leaving it strewn over the moistened tiles.

Gently, I push the curtain aside and raise my leg over the ledge, stepping into the shower. I have not cleaned myself since that one fateful night, an entire lifetime ago, when the stars aligned and uprooted all that I knew. I take care to work the soap up into a lather, scraping away filth, peeling skin, the grime of life on the streets. With a sharp-edged razor, I smooth the hair off my body, leaving a sleek, blank slate behind. My dexterous fingers work through the twisted knots of my hair until it hangs in an unbroken sheet against my back. And then, I allow myself to be lost somewhere in the hot mist, away from the alien world I have only recently entered.

If cats have nine lives, I imagine this is similar to the process of rebirth.

After an amount of time I cannot begin to attempt to measure, I shut off the water and emerge from the watery sanctuary. The bathroom air is cool, thick with mist, and the mirror is covered in a layer of fog. I wipe away the condensation to scrutinize my reflection.

I couldn't clearly see all the changes without a proper reflective surface. Now, the superficial aspect of my metamorphosis is apparent. My eyes are feline, yes, I had already determined that. I had _not _realized how unnatural it looks, the way the glowing gold has replaced the white to create an image worthy of being depicted by the masters of surrealism, the way the slit pupils fail to display any trace of humanity. The bridge of my nose is sharper, the base flatter, almost triangular. High cheekbones cut through my skin, casting unfamiliar shadows upon the hollows of my cheeks.

I recoil, shocked at this creature behind a curtain of glass who greets me. Drawing my arms into my shivering, drenched, naked body, I whisper, "_You are not Autumn Legler._" For this reflection is not the round-faced, brown-eyed, _human _girl in the scrapbooks, in yearbook photos, on my learner's permit.

The mirror-creature smiles. "_No, I suppose I am not,_" she says with a cat's purr.

I let out a shaky breath, clouding the mirror with a fresh batch of fog.

When I rub it away, Mirror-Creature does not return. The eyes that blink in the mirror are my own- I accept that, now, I am Mirror-Creature.

A loud knock on the door rings out. I curse under my breath, grab a bathrobe hanging on a hook, and wrap myself in the warm terrycloth.

I run to the door and thrust it open. There stands Peter, wet-haired, fresh-out-of-the-shower, dressed in a clean pair of jeans and a hoodie with the SHIELD logo on the front.

"Forty-five minutes in the shower, Autumn," he scoffs. "Really."

I roll my eyes. "It's been a month, Peter."

I let him in the room and he promptly flops down on my bed, sprawling across it as if to wrap it in his long limbs. "It's not bad," he muses.

I frown. "It's funny how the clothes fit you perfectly."

Shrugging, he says, "It's SHIELD. They say they know our darkest secrets. Why wouldn't they know our pant size?"

"Fair enough." I look him over. It's odd to see him in ordinary, civilian clothing- I've grown accustomed to seeing him suited up all the time. "They're a little fanatical about the symbol, though. It's _everywhere._"

He laughs. "It's even on your bathrobe," he says, pointing. I look down, only to see the eagle motif staring back at me.

"Unbelievable," I grumble.

Peter sits up, planting his feet on the floor. "I'm starving. Want to see what's in the fridge?"

I nod, following him to the kitchenette.

I select a bottle of diet root beer, and Peter takes an Orange Crush. In a pantry, we find a bag of microwaveable popcorn. We toss it in for a few minutes and anxiously wait for the timer to sound, listening to the kernels burst.

"Can we trust them?" I ask abruptly.

Peter takes a sip of his soda, furrowing his brow. "Um, I hope so," he says between gulps, frowning. "I mean, Fury, maybe. Hill…"

"She doesn't even want us here," I finish.

Peter nods. "If it becomes an issue, we'll leave."

"What if they won't let us?"

He gives me a look. "It's a job. We can quit."

But we both know that we don't believe his words.

He jumps to his feet. "Wait here. There's something I need to show you," he says, then dashes out the door.

Half a minute later, he knocks at the door again, and I let him back in. He carries his battered, worn briefcase at his side.

"My father's," he says, laying it down on the bed and unlatching the clasps.

I lean over it, trying to get a better look at the myriad papers stacked inside. Suddenly, my insides run cold.

"OsCorp," I whisper.

Peter nods. "I didn't know if I told you. My father worked there."

I stare at him, beyond words. "Peter…"

He casts his gaze down at the yellowed papers, almost forlorn. "That's how I met Connors. They worked together. I was looking for answers…"

"And you didn't find any."

He shakes his head. "Nope. I only succeeded in creating the very monster I had to stop."

I scowl. "_What _are you talking about?"

"The decay rate algorithm- my father's work in regeneration- I _gave _it to Connors. That's how he created the serum that transformed him. Basically, it's a way cells can be recoded to function a certain way."

I place my hand on his shoulder. "Hey, it's ok. You've gotta stop beating yourself up so much. The past is carved into stone."

He nods his head weakly while I turn my attention to the contents of the briefcase.

"I've looked at them all- dozens of times over. But maybe, I missed something." He shrugs.

"This would've been convenient to pull out when we first decided to investigate OsCorp," I mutter.

"Well, there wasn't anything helpful to use then," he retorts.

I cock my head to the side. "Then why bring it out now?"

"I figure you should get to look at it before the bureaucrats do." His nose scrunches. "Do you smell that?"

"_Shit!" _I leap to my feet and sprint towards the microwave. I cough as I open the door, faced with a cloud of smoke.

When I open the bag of popcorn, all that's there is charcoal.

I walk back to the bed and drop the bag before Peter.

"We really didn't hear the timer go off," I remark, somewhat dismayed.

Shrugging, he shoves his hand into the bag and pops a fistful of blackened kernels into his mouth.

I wince. "_Wow_, Peter. Just _wow." _

"Wha?" he says, his mouth filled with food. Swallowing, he adds, "I was hungry."

The corner of my mouth twitches upwards.

Peter shoves the papers back into the briefcase and fastens the latch. He leans over, towards me, and his lips brush against my cheek. "I'll see you in the morning. Get some rest. We deserve it."

He stands, walks to the door, and allows it to swing to a gentle stop behind him.

Once I no longer can hear the sound of his feet, I crawl beneath the bedcovers, switch off the lamp, and allow myself to collapse into the mattress. I am quickly beckoned to sleep, my eyes fluttering shut.

Even though he's in the next room, I can't help but think it as I drift off:

_I miss Peter. _


	21. Part 2: The Osborn Curse

**Author's Note: **

Well, I finally saw TASM 2! And, well, it wasn't _quite _perfect, but it was pretty amazing! You can read my review (or random thoughts pertaining to the film) here, on my tumblr: .com.

I know this chapter took a while, even though it's not that long. That's for several reasons:

1. It's not told from Autumn _or _Peter's POVs (What?), so I had to get into that mindset.

2. I couldn't find the name of the Osborn's deadly disease for a couple of days, and when I did, I was slightly troubled by the fact that it's not real, and doesn't even resemble a real disease.

3. I really, really felt like writing more Autumn/Peter fluff this entire time, but I had to spend this chapter fleshing out several underdeveloped characters and introducing some new ones.

Fun fact: The Hearst Tower was used as the basis for the OsCorp building in the Amazing Spider-Man films. That's why I used the Hearst Tower's address as the OsCorp tower address.

This may be my last update for a couple of weeks. I have to start studying for finals soon, so I won't have much time to write. I may update once more before I go offline, but that's a big _maybe._

Thanks to all who have supported "Acatalepsy" in my brief absence!

* * *

><p><strong>The Osborn Curse<strong>

OsCorp Tower, 300 West 57th Street

The past few weeks have not been kind to Dr. Stefan Harrow; they have stomped on him, smashing him into a fine pulp with an iron-tipped boot.

He supposes he is lucky that he still has his job.

_No. _

He is lucky he is still breathing. OsCorp seems to be home to many "unfortunate accidents". It happened to Richard Parker, and _he _seemed to hold the entire world in the palm of his hand. Harrow makes deals with danger for a living. His days may or may not be numbered. If anyone deserves such a conveniently-timed demise, it is the man who single-handedly lost the most important experiment of the decade, of OsCorp's entire history, even.

He came close to recovering her, too. But the retrovirus did its work well. From what Security described, she moved so quickly, so gracefully, that the best-trained guards could only watch in frustration. Harrow had other recoveries planned, but she went off of the map for a while, and when she reemerged, she was partnered with the Parker boy. wouldn't risk it. United, the two of them could easily take out OsCorp's best forces.

And now, SHIELD has them in their hands. OsCorp's playing nice around SHIELD. The last thing they need is a swarm of super-spies sniffing around.

Steps approach from behind, and Harrow spins around in the swivel chair at his desk.

"May I help you?" Harrow asks his superior.

Rajit Ratha looks at him with the same glower he always seems to wear. The right corner of his mouth is twisted downwards in a permanent scowl, and gruesome scars run from his lips up to his cheeks. It isn't a secret: Ratha was one of the Lizard's more unfortunate victims.

"Mr. Osborn is in critical condition," he announces with a thick accent. He makes it sound like a surprise, but Norman Osborn has suffered from retroviral hyperplasia for well over two decades. Various miracle drugs and treatments have kept him alive, but barely. The Grim Reaper is ever-tugging at his coat. If he really _is _on his way out, then, it's about time.

"I am sorry to hear that," Harrow says stiffly. His voice is raspy- he hasn't gotten a good night's sleep since this "Black Cat" disaster began.

"Your presence is requested at Mr. Osborn's residence," Ratha continues.

Harrow cannot help the immediate response- his insides freeze. It does not matter if Norman Osborn is on his deathbed- one does _not _want to be called to face him.

"He wishes for his son, Harry, his only heir, to meet the head of OsCorp's genetics lab."

Harrow nods. "At what time? I'm… busy"

"The sooner you can make it, the better. Mr. Osborn does not have the luxury of time" With that, Ratha walks away, his footsteps echoing through the halls.

Harrow sighs, massages his temples, and takes another sip of his coffee before he begins to stuff scattered files into his briefcase.

Osborn's mansion sits on a hill in a quiet corner of Brooklyn. It's a marvel to behold, _of course_- it's Norman Osborn, after all. Large stone columns stand proudly, unwavering under the weight of the marble roof. An intricate crest is engraved upon each column, making the territory's owner known to all.

A butler pulls the door open and Ratha steps inside, followed by Harrow. They are greeted by an unwelcoming, hostile darkness. The lights on the crystal chandelier overhead are dimmed, creating strange, eerie shadows in the corners of the front hall that dart at the corners of their eyes.

Harrow imagines that Osborn has adopted this domain as his disease progressed; considering the deterioration of his ocular tissues, any illumination would pain him.

"He is sharing a moment with his son," the butler whispers.

But, as those words leave his lips, a shout from behind Osborn's sealed doors slices through the air.

"_That _is the Osborn way- whatever is inconvenient, get rid of it! You threw _me _away!"

The voice is young and powerful- Harrow immediately recognizes it as Harry's, since Norman's voice has become all but a rasp.

The butler uncomfortably shifts his gaze away, and the three men remain silent for minutes.

Finally, the bedchamber doors creak open, and a young, well-groomed man- Harry- emerges. His skin is sheet white, his fingertips trembling, his eyes glazed over with distance possessed only by a haunted, tormented man.

"Mr. Osborn," Ratha says, stepping forward and extending his hand. Harry's arm remains firmly at his side, a mechanism carved clumsily out of stone.

"I-it's in me," he stammers, his breaths turning shallow and rapid.

Harrow frowns. "Excuse me?"

"Re-retroviral hyperplasia," Harry mumbles, staring intently at his palms. Suddenly, his head jerks upwards. "You _are _scientists, aren't you?"

"Yes, sir," Harrow answers.

"Why didn't you tell me?" He demands, his voice rising. "This disease- look what it's done to _him!" _He glances back at the door. "It- it _can't _ happen to me. Not me, too. And he just hid it from me, my entire life! He-"

"Your father only sought to give you an enjoyable childhood," Ratha interjects.

"My father never cared about me," Harry snaps. "No, he would be glad-"

"Mr. Osborn," Harrow tries to speak calmly. "Please, allow me to introduce myself. I am Dr. Stefan Harrow, head of OsCorp's genetics lab, and the leader of the team to develop a cure for your condition."

"Well, haven't you done a fantastic job," Harry's eyes narrow. "He's got- what, hours?"

"Experimental treatments have given your father more than forty years he otherwise wouldn't have had," Harrow says, firmly but gently. "I assume he gave you his research file?"

With his hand still shaking, Harry pulls a flash drive from his pocket.

"The twitching is easy to take care of," Harrow comments. "I will give you a bottle of the pills."

"Twitching isn't what's killing my father," Harry spits, his words full of venom.

Harrow sighs. "My point is, we were able to prolong your father's life and control his symptoms, and science will only continue to progress."

"Mr. Osborn requested to speak with us," Ratha gestures to the closed doors.

Harrow turns to the younger Osborn. "We will be with you in several moments. After business is taken care of here, we will take you back to headquarters in Manhattan."

The butler opens the doors, and the two men step into the bedroom.

Osborn's lair is even darker than the outer chambers. It takes a moment for Harrow's eyes to adjust, and when they do, he can't help but wince.

Norman Osborn is more like a heap than a man. His skin sags, weighted with rough, dry patches that have scabbed over green. Deep bags hang under his bloodshot eyes. He is suddenly stricken with a coughing fit, and he tremors violently, a thick, green pus dripping from the corners of his mouth.

"I assume the boy has already gone whining to you," Osborn croaks.

Ratha nods. "He demands the cure we obviously do not have."

Another fit of coughing follows. "Regardless of any decisions he makes, you must continue with your own plans," he rasps when the fit abides. "His narrow-sighted concern for his own well being cannot lay waste to _my _intentions."

"Yes, sir," Harrow responds flatly.

"While he may be my heir, do not be deceived. _You," _Osborn stiffly nods at them, "Are in charge. The board is filled with fools who only care about OsCorp on a capitalistic level. It lies with the two of you to ensure that OsCorp fulfills its purpose, the reason it was created."

This is interrupted by yet more coughing. Once, years ago, Harrow cringed. But when he received his promotion after Connor's incident, he knew what he was getting involved in. Now, he is unfazed. Rather, he expects it. It's easy to deal with conditions that unfurl themselves straight off of the page of a text book. It's harder to deal with those that are divergent.

"You know how to pull strings," Osborn says when he recovers, gasping for air between the words. "Go behind the board's back. Place some money in front of those fools, and they won't bother to look over their shoulders. My son may be more… problematic. He's too stubborn to be so easily manipulated. If you must, get him out of your way, one way or another."

"That can be managed," Ratha replies, adjusting his tie, for this is ordinary business to him, to both of them.

"And the experiments. Parker's boy. The girl."

Harrow inhales sharply, forcing his tone to be even. "We are working on recovering them, sir. But they've been sought out and now employed by SHIELD. As difficult as a recovery would have been before, it is impossible now."

Osborn does not speak, but a thin-lipped grin creeps across his face. With visible effort, his eyes close.

He does not use that raspy drawl again.


	22. Part 2: Down the Rabbit Hole

**Author's Note: **Hello! I'm back, after several long weeks of finals! I'll try to make up for lost time in the next few weeks, and I thank you for your patience!

This was a fun chapter to write, as it's one of the first to directly tie into TASM 2.

And next time... we're meeting the Avengers!

Questions? Comments? Concerns? Requests? As always, you can get ahold of me on Tumblr: .com.

Without further ado, enjoy!

* * *

><p><strong>Down the Rabbit Hole<strong>

**Peter Parker**

"GOOD MORNING, NEW YORK!"

I bolt upright in bed, my hand instantly traveling to my web-shooter. Startled, I whip around, ready to attack.

"EXPECT SOME CLOUDS TODAY, AND A HIGH OF 42 DEGREES."

My shoulders slacken as I realize that I've only been awaken by a radio alarm. Grunting, I slide out of bed, and the radio immediately shuts off. The clock mounted on the wall announces that I am greeted with the bright, lovely hour of 6:00 in the morning.

_Two hours of sleep. Of course._

I stumble over to the drawer, where I pick out a fresh pair of jeans and a tee shirt and hoodie, both bearing the SHIELD logo. I can't help but roll my eyes. If these people go on undercover missions frequently… they must not keep their cover for too long.

I quickly pull on the clothes and run into the bathroom to finish getting ready. The bathroom's fully stocked with toothpaste, deodorant, and other assorted toiletries, most of which I ignore. I'm trying in vain to plaster down my hair with water when I hear a knock at my door.

I run to get it, half of my hair sticking up in every not-so-cardinal direction. I turn the knob. Autumn stands before me, takes one look at me, and laughs.

"Shut up," I mumble, my cheeks burning.

"I'll get that for you," she says, reaching up and flattening the hair on the ungroomed side of my head. "We're supposed to report to the executive conference room in the South Wing."

She steps back, admiring her work. "That will do." I close the door behind me and follow her down the halls.

The people beside us in the halls pay us less mind, probably because we're cleaned up and dressed normally. I still can't help but feel out of place, as if I've walked into a twisted, underground Oz where everyone wears eagles all over everything.

We turn the corner into the South Wing and stop several doors in.

"I think this is it," says Autumn, turning the knob.

The room bears a small table set up with three chairs. One chair is occupied by none other than Director Fury.

"Long time no see," I comment, taking one of the seats.

Fury scowls. "I am a _very _busy man, so don't go getting used to this. I had to run a few errands and have decided to remain in New York to see things through for the next couple of days."

He reaches beneath his chair and pulls out two boxes. "And I was feeling generous, so I brought presents."

I shoot Autumn a perplexed look. She returns the expression and shrugs.

Both boxes are wrapped in plain, white paper. My box is tied with red ribbon, while Autumn's decoration is black.

I grab my box and finger the ribbon hesitantly, as if it may explode in my face at any second. Numbly, I register how untrusting I've become, how paranoia always lurks in the darkest corners of my mind. For the past several weeks, it has been me and Autumn against the world, with only a pair of claws and some cobwebs between the two of us to save lives and our own heads. And, I was ok with that. It was easy enough, not _really _a challenge. We shared enemies, enemies we knew we could take, together. But we've been uprooted. My allies are strangers, and these strangers' enemies, my own now. Trust hangs on a thread thinner and more fragile than the ones I spin.

"Go on, open it. And I don't want to hear complaining out of either of you, 'cause there's no receipt," Fury says, breaking my stream of thoughts.

I rip the paper off gently and pull the flaps of the box aside. My fingers brush against a rubbery, line-textured material, and I release an awed breath.

"Both suits have vibranium threads woven in," Fury explains, leaning back in his chair. "Same stuff as Cap's shield. Most bullets can't penetrate the material. You should also have some degree of heat resistance and insulation, but they are _not _fireproof."

"Th-thank you, sir," I stammer, lifting my new mask out of the box. I've had to frequently patch up the suit I created myself several months back. I doubted I was going to get more than a couple more weeks out of it.

I notice that the eye lenses are white, and much larger than the lenses on my old mask.

"Liquid-crystal technology," Fury notes as I stare at the lenses. "It immediately adjusts between light levels."

Beside me, Autumn gingerly touches smooth, black fabric as stiff as leather. "Wow," she manages, glancing up at Fury, wide-eyed. "This is…"

He gives a deep-throated chuckle. "What, you weren't planning on calling yourself a superhero in a black hoodie, were you?"

Her cheeks redden. "Uh, I guess not."

"Then you better try it on and make sure we didn't screw up your measurements," he says. Not for the first time, I wonder how they managed to get those in the first place, and then that perhaps it's better not to know how far these people's reach extends.

Autumn blinks. "_Now?_"

Fury rolls his one eye, letting out an exasperated sigh. "_Yes, _now. There's no way in hell you're getting a vacation on day one. The bathroom's across the hall, so go get your asses suited up."

The corner's of Autumn's mouth twitch downwards, and she hastily stands and walks out of the room, allowing the door to swing to a stop behind her. I hurry after her.

She's turning the door to the women's restroom when I stop her. "Hey, it's alright. Fury's just trying to scare us into listening to him."

In fact, that man's entire demeanor reminds me of Captain Stacy. The first time I went over to Gwen's for dinner to meet her family, her father did his best to intimidate me, challenging my opinions, my beliefs, interrogating on every detail of my life and history, in order to ensure that I wouldn't try anything stupid with his daughter.

"Don't take the bait," I tell Autumn, placing my hand on her shoulder. She glances up, her feline eyes focused intently on me, and each word I say.

_I _was stupid, that night. I took the bait from Captain Stacy. He said Spider-Man was _assaulting _people- to my face- and I lost it. My aggressive defense of Spider-Man probably just made things worse for both of my personas.

"I'm just… I feel small, Peter," she whispers, her eyes large and glistening.

Moving my hand to caress her cheek, I reassure her. "We're in over our heads, yeah, maybe. But we're in it together."

The ghost of a smile shapes her lips, and with that, she disappears into the bathroom.

This new suit fits similarly to the old one, but the material feels sturdier. I suppose that isn't surprising, considering that the original suit consisted of several old basketball jerseys that I sewed together. However, the coloring differs, the red brighter and the blue the color of the starless Manhattan night sky. The web pattern is more prominent, now, as is the spider motif on my chest. If the old suit reflected grittiness, the new one gives off an air of professionalism, clean and polished.

The differences are shocking to my own eyes. I had enjoyed the thought that Spider-Man was my own creation, and wearing a suit crafted by someone else, a government agent that does not, _cannot _understand detracts from that feeling.

But there's nothing I can do about that, nothing that can loosen the grip I've now decided SHIELD should have on my life.

I simply swallow down my regret and exit the bathroom.

I wait for Autumn to finish changing, reclining against the hallway wall, lost in thought. My mind keeps drifting back to my anxieties, the possibility that Autumn and I may be exploited by SHIELD. In vain, I attempt to divert my attention away from such possibilities and towards more pleasant thoughts. I'm considering the prospect of buying a new camera when the women's bathroom door squeaks open.

My mouth drops.

The creature that has emerged is not a small, battered girl in torn, bloodied black clothing. She is striking, lithe, dressed neck-to-toe in a black catsuit belted at the waist, similar to that worn by Agent Hill and the other female SHIELD agents. There is an elliptical cutout around her chest, revealing cleavage I hadn't noticed before. Her mask, almost like a helmet engraved with the same lacy pattern as before, extends over her head, narrowing into small, triangular cat ears at the top, and stops at her cheekbones, leaving her nose and lips uncovered.

"Uh, wow," I stammer, heat rising in my face.

Autumn cocks her head to the side. "_What?" _

I shake my head, suddenly feeling very uncomfortable. "No, um… you…" flames dance across my cheeks as I search for _any _words that won't make me sound like an idiot. "You look amazing."

Bashfully, she ducks her head, the skin of her cheeks matching the color of mine. "I...I feel sort of… you know, exposed," she mutters, moving her hand to cover the cutout.

"No," I protest, "I mean, have you seen Wonder Woman lately? _That's _scandalous."

At this, she cracks a smile.

We quickly make our way back to Fury's executive conference room, unenthused by the idea of modeling for all of SHIELD as agents wake up and get on with their days.

Fury nods approvingly as we enter. "That will suffice." He gestures to the table, which is covered in a spread of breads, jams, fruits, yogurts, coffee, juice, and other assorted breakfast food. "Sit, and you might as well eat now. We'll be at this for awhile."

I take my chair and pour myself a cup of coffee as Fury continues speaking.

"If you're going to be a part of SHIELD, there's a lot to get you up to speed on. We'll start with some history." He presses a button on his side of the table, and a blue, holographic model of Manhattan unfurls across the tabletop.

I nearly choke on my coffee, and Fury grins, wickedly. "You won't be seeing this on shelves for another decade or so. Let's see." He takes a long sip out of his mug. "SHIELD was founded after the second War to protect the world from the threats that others were not prepared to handle. I already mentioned the Manhattan Chitauri invasion in May of 2012. That was when we put the Avengers Initiative into action."

I reach across the table for a banana. "That's what you want us for, right?"

Fury nods, curtly. "Right. You should understand, SHIELD has a history of covering things up. Roswell, Amelia Earhart, the Bermuda Triangle, the Kennedy Assassination- now _that _was interesting- you name it, we hid it."

He pops a strawberry into his mouth and continues. "But New York was different. For the first time, people were able to take pictures of the alien on top of their car and float the images around the internet. And the faster _we _tried to remove them, the more _they _put out there. The World Security Council at the top insisted that we continue with protocol." He gives a close-lipped chuckle at this. "But people weren't buying it. We were in such a mess after the attack that the New York Times was able to plaster the Hulk punching an alien in the nose all over the front page, and we were too screwed up to notice until it was too late."

"But there are still skeptics, sir," Autumn says, grabbing a muffin. "I was one."

"Yeah, and the Security Council's really grateful for those folks. Possibly the only thing that kept protocol semi-on-the-rails. But, even if we're secret, we _need _public trust. The NSA's been leaked. It's only a matter of time before the same happens to us, and we don't want to come out of that looking like assholes."

"Which is why you want us," Autumn's eyes widen in realization. "We're public heroes."

Fury nods. "Something like that. But, despite my grumbling, SHIELD's still sticking to the same old goddamn protocol. Tony Stark got into a bit of a… dispute with a terrorist organization last Christmas, and SHIELD was still too screwed up to help him out. Didn't stop us from trying to cover up all the pictures of glowing, red, fire-breathing freaks circulating around the web."

I clench my cup of coffee. "Wait, _what?" _

He smiles. "Yep, bet you didn't hear _anything _'bout that. That operation was more successful. But when Thor ripped up London fighting an evil elf last March? We were still too busy recovering to actually assist in the fight, and that time, the cover up didn't go too well. Go to any conspiracy blog, and you'll find pictures of a red, spiraling mist over Greenwich."

"Evil _elf," _Autumn mutters. "What the hell are we getting ourselves into?"

"And, two months ago, when Connors had his little episode? Well, we helped out in that one."

I scowl. "What the hell are you talking about?"

_That _was me, entirely me, Captain Stacy, and Gwen, and I _will _take the bait from anyone who says otherwise.

Despite my glare, Fury snorts. "Please. You took out the big guy. _We _tranquilized the two-dozen SWAT officers Connors transformed. Ever think about _that?"_

I am speechless.

Vindicated, Fury continues. "And we _really _tried to cover that one up. But people had seen too much. The best we could do was make the specifics muddy, hide the court documents. No confirmation, but that didn't matter. People _knew."_

Autumn nods. "Yeah, I mean, it was our school. Everyone spread stories around, but no one was sure what to believe."

"And there you go," he scowls. "Used to be, you would have no fucking _idea _it happened at all. Now, the best we can do is mild confusion."

He lifts his head. "But I'm saying that SHIELD should start putting more of its energy into protecting people from actual _threats_, not protecting them from information. Of course," he pauses to sip his coffee, "there are things that they can never know. But those things are _not_ the same as the goddamn things they _already _know. I'm all about efficiency, making the most of the resources we have. I've started to employ smaller, elite teams of agents, teams that can go off the grid and play by their own rules, to some degree. They're proving pretty successful, too."

I clear my throat. "If I may ask, sir, where do _we _fit into this?"

Fury grins. "New world, new strategies. See, I'm getting a little worried about our friends over at OsCorp."

"Friends," Autumn snorts.

"I'm sending you in first. But you'll have backup in the days to come."

Autumn and I exchange anxious glances. "Uh, we're not so sure…"

"About working with other agents," she clarifies.

Fury only chuckles again. "Oh, you're not working with our agents. We're bringing in the Avengers."

I glance at Autumn again, and the look she shoots back at me sends a very clear message: _This was your idea._

"We start now," Fury announces. "We're going to do a little looking around, right now, and figure out a plan of action."

"Research," Autumn muses. "Not to rain on your parade or anything, but you're not going to get anything worthwhile from a Google search. Believe me, we've tried."

"This isn't some dumbass Google search," Fury snorts, typing something in at the base of the holographic expanse. "This is the SHIELD database."

The model of the city shifts, spinning like a cast-out top, slowing to a stop by 57th Street, before the OsCorp building. Dozens of tags pop up, creating an image similar to a pincushion.

One, in particular, lies over the top of the others. My eyes widen.

"Ah," Fury says. "That's… an interesting development."

Norman Osborn has died.

Autumn blinks, rapidly. "Whoa, when did _this _happen?"

"Just a couple minutes ago," Fury replies. "I'm sending the report to you."

He flicks the holographic box of text towards us. It shoots across the table and slows to a stop before our faces.

_Norman Osborn died at 01:17 A.M on Thursday, December 4th, 2013 at the age of 63. The CEO of OsCorp Industries was known to suffer from Retroviral Hyperplasia, a degenerative, genetic, and ultimately fatal disease. He is survived by his only son, Harry Osborn, who will assume the elder Osborn's position of CEO of OsCorp. _

I glance up, startled. "I know him."

Autumn whips around, bewildered. "_Norman Osborn?" _

"No, Harry," I say, shaking my head. "We were friends in, uh, elementary school, I think."

Her eyes narrow. "Why didn't you tell me that you played hopscotch with the son of our enemy?"

I shrug. "I didn't remember until just now. He was sent away to boarding school, and I never saw him again."

It was eight years ago, and my fourth grade shenanigans haven't been on mind much as of late, what with more immediate threats and drastic changes. In fact, my memories of him are hazy, blurred at the edges like ink on damp paper. We had been close, I suppose- I was always an outcast, even when I wasn't yet old enough to tie my shoelaces on my own. Dimly, I remember appreciating Harry's presence, being inundated with relief over not having to spend another recess alone, but not much beyond that.

"Were you close?" Autumn asks. I shrug again.

"That might not matter," Fury comments.

My brow furrows at his cryptic remark. "Huh?"

Autumn's eyes light up. "He's a way in. Harry."

It's wishful thinking; I can't imagine the son of OsCorp's figurehead hasn't absorbed the company's philosophy of secrecy, their tradition of concealment.

"What, I kindly ask him for a tour of their archives?" I laugh, bitterly.

"Actually," Fury begins, sternly, "I was thinking more along _these _lines. His father has just died from an inheritable disease."

"But retroviruses can't be inherited," Autumn says, frowning.

"It may not be referring to the way the infection is received," I explain, "But to its origin. A retrovirus contains RNA, which it reverse-transcribes into its host's DNA. If this happened in early, simple organisms, those genes may have been incorporated into the host's genomes, passed on through millions of generations, and remained throughout the course of evolution. The genes causing the disease likely originated in a retrovirus."

Fury pinches the bridge of his nose. "Fuck science, I'm trying to sort some shit out. As I was saying, before I was so _rudely_ interrupted, this son-of-a-bitch might have the same condition. He's had an entire company hurled at his ass. He's _vulnerable_, likely. And you can take advantage of that."

Part of me protests; even if it _is _OsCorp, Harry was a friend, and no one deserves cruelty while struggling with a loss. Responsibility is hard enough to handle without being exploited.

"We can send you in, you know, undercover," Autumn suggests, turning to me. Numbly, I nod in reply.

Fury leans forward in his chair. "Your objective?"

"Information," she fires back immediately.

The Director lets out a dismayed sigh through his nose. "Slow down. Shit like this is why the two of you weren't making any progress on your own."

Autumn scowls. "What do you mean?"

"You keep trying to pick out a single bullet in a big-ass junk yard," he scoffs. "You can't just march in and blindly grab at whatever crap you can get. No, you have to take some time and _plan. What _information _can _we get? _How _can we feasibly get it? What are we going to _do _with it when we get it? Instead, you're just putting a pin on anything with the OsCorp logo."

I exchange a glance with Autumn, feeling my face turning red.

Fury reclines again, vindicated. "You thought I was an idiot, didn't you?"

His words are met merely with blank stares.

Chuckling, he says, "I'll lead you to the weaponry."

Unsurprisingly, the SHIELD weaponry and advanced technology is kept in a fortified room under lock-and-key. Fury scans his retina to grant us admission.

"SHIELD functions in security clearance levels," he explains. "I am a level ten, meaning I can see whatever I want. The two of you are level one."

Figures.

"Provided this engagement works out between us, we'll promote you to the standard Avenger clearance, level six, as soon as I can convince the World Security Council to trust you," he continues, leading us through the door into the playroom of a war god.

Guns, glowing in the strange, vivid colors of a midnight aurora display, cover every inch of the walls. Some would barely fill the palm of my head, while others are likely comparable in weight to Autumn. People rush about, retrieving and dispensing weapons at the whims of unseen masters. A slender Asian woman brushes past me, nonchalantly gripping a case full of wickedly sharp knives as if she were merely carrying a handbag.

"I'll grant you access to whatever toys you'd like," Fury announces, "as long as you can justify your use for them."

Autumn glances at a rack of sniper rifles to her left. "Uh, guns aren't really my style."

In response, Fury makes a scoffing, guttural noise. "We're gonna have to work on that. Fortunately for you, we've got some general field equipment towards the back."

He leads us through rows of holographic explosive models, weaving around grenades and dodging the flash discharges of smoke bombs. A blue, iridescent mist spreads over the area, transforming the skin of my hand into the glistening tissue of the night sky, to my eyes.

Finally, he stops before a long table covered in unfamiliar technology. "This," he begins, picking up a white sheet of paper covered in small, round, black dots, "Is a nano-headset. The dot on the right," he points to the right column, "Goes in the ear. The one of the left goes on the side of your inner cheek."

"So no one knows you're communicating," I realize.

Fury nods. "Useful little tool. It's standard issue, pretty much." Lifting his fingers to his ear, he adds, "I wear one almost all the time."

Autumn's nose wrinkles, the way it does when she's confused. "So how do you turn it off and on?"

"Stark made an app for his StarkPhones that syncs to it. Which reminds me." He moves further down the table and snatches two identical items from a charging dock.

Even several seconds after he has passed it into the palm of my hand, it still hasn't completely registered in my mind that I have been entrusted with a brand new, fifth-generation StarkPhone.

I blink.

And blink again.

A StarkPhone's not the sort of the thing I would dream of owning. Uncle Ben built bridges, and Aunt May did various thing- waitressing, cashiering, but ends always had to be tugged at and tugged at some more in order to meet.

And now, Fury has practically thrown it at me, like it has no more value than the water he drinks or the air he breathes.

"Peter," Autumn says, snapping me out of my stream of thought. "So, exactly how well do you know this guy?"

"Harry?" I ponder that. I haven't seen him in about ten years, but I have a hard time believing he has forgotten me. "I mean, we were best friends. Uh, in fourth grade."

"Let's say you just show up at his house. Will he invite you in, or will he call for security to clear you out?"

My stomach wrenches. Vaguely, I had registered that Autumn's plan involves me extracting information from Harry. I did _not _consider exactly what that plan entailed.

"Um, I think he'll let me in," I reply, chewing on my lip. "But hold on. What, you just want me to show up at Harry's doorstep after eight years of radio silence?"

Autumn looks at the Director, who shrugs. "It's fine by me, as long as I don't personally end up having to bail your asses out."

She smiles. "Thank you. Now-"

"_Whoa. _Can we talk this through?" She opens her mouth, but I keep talking. "I'm not sure how comfortable I feel with this. I mean, you're both just assuming I can go do undercover work with _absolutely no training." _

"That hasn't seemed to stop you in the past," Fury remarks.

"I was being a superhero!" I protest, my fists clenching into tight balls. They both seem determined not to listen to me, and it's getting _really _frustrating, _really _fucking fast. "I don't know how to be a spy!"

"Well, you're working in espionage now." The Director turns, walking away, abandoning us in the midst of weapons. "You'll figure it out."

Autumn shrugs. "Let's get started."

Apparently, one of Harry's first actions as the CEO of OsCorp was to buy himself one of the nicest lofts in the city. I give a low whistle.

In response, Autumn smirks. "Yeah, this guy's not really modest about being a fucking bajillionaire."

We exchanged our suits for normal clothes- anything we could find that wasn't all marked up with the goddamn eagle. Unfortunately, that means we're conspicuously in uniform- we're both wearing SHIELD's standard black trench coat and jeans. Despite the thick clouds that drift lethargically across the sky, Autumn wears a pair of sunglasses. I suppose it's the only way she can pass for human- her eyes would undoubtedly get her strange glances on the streets.

I pull out my phone, turn on the audio app, and press a button. "I'm online, as of now," I announce, running my tongue along the microphone implanted on the flesh of my cheek.

Toying with the settings on her phone, Autumn says, "I'll be able to track you through the chip in your cell. If _anything _happens, I'll be only about a block away."

I nod. "Right. So, the plan."

"Yeah. Wait, I'm on the audio line now."

I wince at her words- they reverberate within my eardrum, due to the placement of the earpiece.

"You go to the doorstep, ring the door, and pretend to be even remotely sorry for Harry's loss."

I scowl, somehow stung by her words. "I _am _sorry for his loss. It's not his fault his father was the founder of a maniacal pharmaceutical company."

Her chest heaves with a sigh. "I suppose it's not. Anyways, _hopefully_, Harry invites you in or something. Then, your job is to get some information out of him. Keep in mind, the general public did not know the details of his father's condition. Study Harry for signs of Retroviral Hyperplasia- tremors, skin discoloration, scabbing, and bloodshot, baggy eyes."

"Any particular objective?" I inquire, still smarting from Fury's attack of our strategy earlier.

Glancing down at her phone, she answers, "Try to figure out what condition OsCorp's in. Harry may be the CEO, but he's, like, 20 years old. I doubt he's _really _in charge. Find out who is, who's helping him, who's giving him a hard time. You're probably not getting any secret projects out of him- hell, he probably doesn't know about those. Ready?"

I nod, and she reaches up, standing on tip-toe, and quickly brushes my cheek with her lips.

"Good luck, Spidey."

A butler comes to greet me when I ring the doorbell. "Mr. Osborn is in a meeting," he informs me, when I request to see Harry. Mentally, I curse. Of course we didn't think to check Harry's schedule. Less than 24 hours, and we're already screwing up the "super-secret-agent" thing.

At the top of the grand marble staircase, a door squeals open, and a well-coifed, clean-cut young man steps out. It is not the gap-toothed little boy that lurks in the back of my memories, but I can see the resemblance between the scroungy kid and the guy in the business suit that now stands before me.

Harry blinks, hard. "Peter Parker. It's like seeing a ghost," he says in wonder.

I force a smile, fighting back the notions of guilt that I fear will lace my words. "Hey, Harry."

Awkward silence hang in the air like a spider dangling precariously unbalanced on a single thread. He breaks it. "Random… it's been ten years."

"It's eight. Close," I reply, encouraged to see that he has some memory of our past together.

"What's up?" He asks, his reservations evident.

"I saw the news, man," I say, shaking my head. "I heard about your dad. I wanted to come and see- See how you were doing."

"I'm- I'm with some people" he says, glancing back through the door. "I'm in a meeting."

I let a long breath out between my teeth. Somehow, I don't think Fury's going to be too pleased with my work, so I try again. "Sorry, I don't wanna intrude. I know it's been a long time, and, uh, I kinda know exactly what you're going through right now. You were so… _there _for me when my parents…," I trail off. Clearing my throat, I continue. "That's why I'm here for you."

"Thank you," he replies, uncertainly.

This is going nowhere. I tilt my head downwards and head for the door. "Ah, it's good to see you, man. Sorry about your dad."

"You got your braces off. Now there's nothing to distract from your unibrow." I turn to see him grinning.

Perhaps this isn't a lost cause. "There he is! There he is!" I return his teasing. "You still blow dry your hair every morning?"

"Ehm, you know," he gestures with his hands. "One of my man-servants holds the blow-dryer, but I work the comb, so at least I'm not completely helpless."

We both laugh at this, and he says, "Give me fifteen minutes. I'll be right with you."

"Great," I grin, relieved that I won't be on the receiving end of Fury's wrath on day one. "I'll be out there."

I walk back out into the street as Harry returns to whatever important, busy affairs in which he's engrossed. Autumn's voice materializes within my ear. "I did some research. You're going to have to make this convincing. A couple months ago, he was romping around Europe posing with French models."

"Of course he was," I mutter.

"It was all over the magazines," she continues. "You know, from the way he was talking to you, Peter, he sounds like a bit of an asshole."

I sigh. "He's a good guy. Well, eight years ago, at least."

"If he pisses you off, I'll claw his eyes out for you," she volunteers, sounding somewhat excited.

I roll my eyes. "Thanks for the offer, Black Cat."

The door opens, and Harry walks out. "That was painful," he says. I nod sympathetically.

"The East River's only a couple blocks away. I've been meaning to head over there since I got back to the City, but everything's been so hectic." He gazes into the distance as we start walking towards the river.

I know my mission, but I'm not so sure how to carry it out. "So, what's going on, twenty-year-old-CEO?"

He shrugs. "I don't know. After graduation, I went to Brazil, then Singapore, then Europe."

"_Models," _Autumn whispers.

I nod. "I saw you. I saw you in some magazine with some French supermodel. You know what I'm talking about?"

Harry snickers. "Yeah, that whole model thing is so exhausting. You got a lady?"

Gallons of blood rush to my cheeks. "Uhh…"

"Peter?" Both Harry and Autumn say the word at once.

"Yeah," I saying, bobbing my head, hyper-aware of the fact that Autumn is listening to every word I'm saying. "I'm mean, I just met her a couple weeks ago, and we've only been together a couple days… but she's great. She's really great."

Autumn's low chuckle echoes in the depths of my eardrum. This does little to ease the burning of my cheeks.

"What's her name? Who is she?" Harry badgers.

My blood freezes, and sinks back into every open cavity of my being.

"Um, she's, uh…" I stammer mercilessly, knowing that reveal Autumn's name is to blow the whole operation into dust motes.

"_Pumpkin Spice. You call me Pumpkin Spice_," she says, breathing relief into my ear.

"Ah, it's kinda embarrassing, but I call her Pumpkin Spice," I finally spit out, ducking my head.

Harry laughs. "Really? Pumpkin Spice?"

"Well, sometimes, I call her Honey Bunny," I echo his laughter.

When it clears, he continues speaking. "So, what've you been up to?"

I shrug. "Not much, really. I do some web design."

"_Peter_,"Autumn growls menacingly. "_Puns are not acceptable_."

"Shut up," I mutter back, reflexively.

Harry gives me a weird look. "Huh?"

I quickly shake my head. "Uh, nothing, clearing my throat."

We've arrived at the East River's shore, and by now, we're walking upon the rocky beach. Harry reaches over and picks up a smooth, flat pebble. His fingers shake as he grasps it, and his hand quivers as he holds it. "You know, when my father sent me away, I tried to forget all about this place." He wrings his wrist and releases the rock. It skips several times before disappearing below the waves. "I guess that kind of included you."

As he reaches for another rock, I say, "You don't have to explain anything to me, man. We both got dumped."

I guess that's what always linked us. I was the kid without a father, and his was perpetually absent.

Again, his hand trembles as he handles the pebble. My heart sinks. No one deserves the fate that befell his father, not Norman Osborn, not Harry.

"You ever figured out why your parents bailed?" He asks as I pick up a rock to throw.

I shake my head. "My dad left a briefcase." I toss the pebble in the palm of my hand up and down, up and down. "That's all I got. A briefcase full of junk."

Turning to face the tossing waves, I add, "Whatever, I don't know, I try not to think about it."

I think it's a masterful performance, and apparently, Autumn does as well. At least, she does not criticize it.

"How's that working out?"

I glance back at him. "Perfectly."

With that, I flick the rock, sending it shooting out on top of the water, meters out.

Harry releases a breath, impressed. "Dude, nice arm!"

I glance down at my hand. "It's just the wrist buddy," I explain. "It's all in the wrist!"

"_Fuck you, Peter_," Autumn hisses.

I smirk.

Harry and I part shortly after, and I find Autumn on the next block, sitting on a bench, sipping coffee and reading the New Yorker. She looks up as I approach. "Turns out you do have it in you," she notes.

I tilt my head. "Of _course _you went to Starbucks."

She smiles, raising her cup at me. "Pumpkin Spice Latte."

"Where did you get _money_, Autumn?"

"That's besides the point," she says abruptly, standing up. "So, anything to report?"

"He's having tremors," I inform her. "In his hands."

She sighs. "Well, that really, really sucks. He didn't say that much about OsCorp, though."

"He didn't," I shrug. "I mean, I guess he's just a kid, a kid who's been given more responsibility than he's sure he can handle."

She replies, "Haven't we all?"

"We need to get inside now," I continue.

She nods in agreement. "Well, _that _we're going to need to put by Fury first. Hill said that they haven't been able to get permits to investigate it."

A thought strikes me, appealing and repugnant all at once. To think of it is to bleed.

But duty obligates me, now. I'm not longer a vigilante, acting upon my own agenda. I'm someone else's hero.

As much as it pains me, I open my mouth to say to Autumn, "What if I told you I knew someone?"


	23. Part 2: Assembly Required

**Author's Note: **I said I was going to try to make up for lost time! It's a brief chapter, but an important one... there are Avengers in it!

Enjoy!

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><p><strong>Assembly Required<strong>

**Director Nicholas J. Fury's Office, SHIELD Headquarters, New York, New York**

**9:00 A.M**

When Hill enters, Fury's back is turned to her.

"You requested my presence, sir," she says, demanding his attention.

He turns. "I did, didn't I? This used to be the sort of thing I'd get Coulson to do, but Coulson's dead to them."

She sighs. "If you want me to call in the Avenger's, I'm not going to defy you, Director. The fact is, you're usually right."

"Usually." He gives her a stern look. "You're being a little unfair, Agent Hill. Name one time I screwed up."

Rolling her eyes, she continues. "However, I'm afraid to see what will happen that _one _time you're wrong."

Rigidly, Fury folds his hands on top of his desk. "And you are convinced _this_ will be that one time?"

"You're chasing wisps of smoke," she replies. "You're holding a nuclear missile to mere whispers."

"If you recall, the Avengers are my alternative to nukes."

"The minors may prove to be volatile," she counters.

"People sell teenagers short," he says, waving his hand. "Perhaps we should bring up _your _adolescence."

"Perhaps we shouldn't," she quickly replies.

Fury shoves a stack of papers towards her. "You'll find all the debrief information you need right here. I'm charging you with Rogers, Romanoff, and Barton. I'll take Thor, Banner, and Stark."

"Yes, sir." She dips her head respectfully, turns, walks out the door, and braces herself to make a few phone calls.

**Seattle Space Needle**

**9:32 A.M**

Under the looming shadow of the structure, a woman with a shock of red hair loads her pistols.

"You know, Steve" she says, turning to her partner, "It takes a special sort of crazy to pack this place full of explosives."

The man cracks a small smile. "If you don't like crazy, Natasha, then you chose the wrong career."

"Like there was ever a choice about it," she mutters, gazing ahead. "Let's review the plan before we go in."

"Right," the man nods stiffly, slinging his shield over his shoulder. "I take them out, you dismantle the bomb. We should have," he glances at his watch, "… about six minutes, eighteen seconds.

"No rush," Natasha shrugs, walking towards the entrance. Right then, her phone begins to ring, the tone breaking the uneasy silence."Shit," she mutters, pulling it from her pocket. "It's Hill."

Steve shoots her an anxious look, for they do not possess a surplus of time. Nonetheless, Natasha will never ignore a call from her superiors, so she places the phone next to her ear. "Hello? Agent Hill? We're kind of in the middle of something right now."

"Direct orders from Fury," the Deputy Director says. "Report to New York ASAP. Avengers business."

Natasha sighs, checking her watch for the thousandth time. "Look, the Space Needle's going to blow in… five minutes, forty-three seconds. Can we discuss this later?"

Hill's words are clipped and tense. "If we must."

"Great," Natasha says, and hangs up.

"Any developments?" Steve asks.

All she can do is roll her eyes. "Really, Command has no concept of 'time' or 'urgency'. We were called into New York on the Initiative."

Concern immediately spreads through the lines of his face. "Right."

"Let's blow this popsicle stand," Natasha says, drawing her guns and walking forward.

"The point's to keep it from blowing, 'Tasha," Steve corrects, jogging past her.

Natasha only smirks. "Whatever."

**18000 Malibu Point, 90265, Malibu, California**

**9:47 A.M.**

"JARVIS, can you give me a complete analysis of the repulsors?"

"Yes, Dr. Banner," the A.I. replies immediately.

Banner runs a hand through his hair. "I never appreciated how tedious this work could be."

"It's usually not," a voice calls from somewhere within the depths of Tony Stark's workshop. "But then again, I'm usually not sneaking around behind Pepper's back."

"Incoming call," JARVIS announces. "Director Fury."

The two men exchanges a glance. Scenarios innundate their minds, thousands of catastrophes that may have struck.

"Call accepted," Tony says after a moment.

"Stark. Banner," Fury's voice booms over the other end.

"It's been a while, Director," Stark replies, not bothering to look up from his work. "They say you should call… what? Three days after? It's been a year and a half."

"Whine all you want, Stark. The fact is, it's taken me this long to get over the fact that you've destroyed your entire damn collection of suits," Fury grumbles.

"I told you he'd be pissed," Banner whispers helpfully.

Tony Stark merely rolls his eyes. "It was a relationship thing. Don't worry, no one expects you to understand."

"Not in the fucking mood, Stark." Fury's words are humorless. "See, I've had some… suspicions, as of late."

"What about?" Banner asks, absent-mindedly toying with some scraps on the workbench.

"We'll discuss that later," says Fury, dismissive. "The short of it is, I'm calling the Avengers to New York."

Banner frowns. "This doesn't have something to do with that reptilian humanoid incident in September, does it?"

"Well." Fury pauses to clear his throat. "In a sense, it does."

"Yeah…" Stark trails off for a moment. "I think I'm gonna pass on this one. It looks like that Spider-Guy's got things under control."

The Director makes an exasperated, guttural noise, audible from their end. "Spider-Man is seventeen-fucking-years old, and up until several weeks ago, he was operating on his own, until he met a fifteen-year-old mutant girl with an unhealthy affinity for tasers. They're with us now, but they're not doing this without learning the ropes, first."

Now, he has Stark's attention. Stark drops the tool in his hand and looks up, straight ahead, unblinking.

"_No_," he says numbly. "You've got to be fucking kidding me. Teenagers. _Teenagers."_

"That's what I said, Stark," Fury barks, audibly annoyed.

"Teenagers," Stark says again. "They're whiny, superficial, lacking in judgement, dismissive of authority, and that's _not _to mention all the drinking, drugs, and unprotected sex!"

"Funny," Banner cuts in. "Sounds a lot like someone I know."

Stark snorts. "Hilarious."

"That's enough!" growls Fury. "Banner's right. _You're_ not one to talk, Stark. You can shove your ego up your ass long enough to do what needs to be done."

He opens his mouth to protest, but Fury beats him to it. "I sent a quinjet for the two of you, as well as Pepper. I'll see you shortly."

With that, the line goes dead, and Stark shakes his head, slowly. "Goddamnit, Fury."

**Gobi Desert, China**

**9:51 A.M**

Clint Barton is on a fruitless mission- one he's been on for a year and a half, now.

"You're the best tracker we've got," Fury told him, shortly after the Battle of New York. "You'll figure it out."

But it's been a year and a half, and year and a half of chasing ghosts that may or may not, _probably _do not exist, and Barton's getting goddamn fed up with it. He does not vocalize his frustrations- to whom is he to vent at in the middle of the fucking Gobi Desert, anyway? But that's irrelevant. If he had a legion of people begging him to bestow his complaints upon them, he wouldn't. Clint Barton compartmentalizes, and that's that.

His phone begins to vibrate in his pocket, and he reaches for it. Once a day, he communicates with Mission Command, gives them updates, requests supplies.

But the caller isn't Mission Command. It's Hill.

He scowls. He last spoke to Hill before he left on the mission. She's above perfunctory check-ins.

"Agent Hill," he greets her, adjusting his earpiece.

"Agent Barton," she replies. "I trust you're enjoying some warm weather."

"It's December in the Gobi Desert. It hasn't broken the negatives in weeks." He scowls. "You got orders?"

"From Director Fury," she says. "You're to report to New York Headquarters on Initiative business, immediately."

For a second, he is silent, before bursting into laughter. "You do realize I am in the middle of the _Gobi Desert, _Agent Hill. 'Immediately' may not do you all that well."

She sighs. "We're sending a plane out of Jiayuguan tonight."

A bitter feeling spreads through him. "If it's not urgent, there's a lead I want to finish with before I leave."

There is a pause before she speaks. "That should be fine. Communicate with us when you are finished."

With that, Barton hangs up, returning to his work.

**Director Nicholas J. Fury's Office, SHIELD Headquarters, New York, New York**

**10:00 A.M. **

The SHIELD database _does_ contain a program that can function as an A.I., just not one of the caliber of, perhaps, JARVIS. Usually, it's more than sufficient for Fury's needs. Other times, he's about ready to pummel it.

"How have we been contacting Thor?" He asks, sipping his coffee.

"Searching communications array, sir," the mechanical, masculine voice replies. After a second of rendering, it continues. "It appears he has recently obtained a cell phone number."

Fury narrows his good eye. "Really."

"It is listed here, sir."

"You're telling me," he begins, incredulous, "They've got cell phones in mother-fucking Asgard."

The A.I. hesitates. "Would you like to call Thor Odinson, sir?"

Fury rolls his eye. _Not _JARVIS, by any stretch. "Yes, call him."

The phone rings once, twice, three times, before ceasing. "Thor Odinson appears to be unreachable, sir," the A.I. finally says.

" 'Course he is," the Director grumbles. "There's no goddamn phone signal in fucking Asgard."

He takes his hands and clasps them together, a single, powerful fist, on top of his desk. " 'Don't matter. The way I think things are going, he'll show up soon enough."


	24. Part 2: Jupiter

**Author's Note: **Well, this was an intense chapter to write! I especially enjoyed picking out the title.

As always, all follows, favorites, and reviews are greatly appreciated! Thank you!

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><p><strong>Jupiter<strong>

**Autumn Legler**

Night has descended upon Manhattan, and flickering lights shifts before my eyes like little tongues of fire. Fury gave us the night "off", but Peter and I were unwilling to entertain the idea of rest. Thus, we stand on the roof of the entrance to the 96th and Broadway subway station, in the shadows as to avoid unwanted detection.

"So, this person," I muse. "Are they nearby?"

"15th West 81st Street," Peter replies, his words muffled by his mask.

I nod. "Right."

My gaze shifts into the sky above. The incessant smog is the bane of my existence. But tonight, a single light pierces the hazy veil.

"Look," I say to Peter, pointing. "It's Jupiter."

He tilts his head. "Really?"

I nod. "Really. Right time, right position. Besides, it takes a planet make its presence known to the city."

With that, I crouch, drawing power in my legs. When I release, I'm launched high into the air, spiralling towards a billboard. I stick my claws into the soft cork and pull myself up. Looking around, I see that Peter has swung himself meters above the tallest buildings, now plunging towards the ground below. Perhaps, at first, this scared me- he would nearly skim the roads, narrowly dodging pedestrians. But I've never known him not to catch himself.

That's the difference between Peter and I- he flies, exposed by the open sky. I keep to darting amidst the confidence of shadows.

I lunge for the closest building, my feet gently hitting the rooftop, and sprint, gaining speed. It's enough to fuel the rest of my flips, turns, acrobatics on an urban jungle. Fire escapes serve as parallel bars- I hold myself in a handstand on a horizontal pole, then allow myself to fall to the flat level below. A telephone pole becomes a vault. Tumbling towards it, I plant my hands firmly on the rounded top, handspring to my feet, and run across the flimsy wire.

All the while, I silently call: _I am invincible! I am the master of physics itself! I will never fall! _

But deep down, I am anchored by the one reality I know to be true: even titans must fall.

In a unit that scarcely qualifies as time, I have met Peter on the roof of 15th West 81st Street.

"This is it?" I ask.

"Yeah," he says. But something about his demeanor is off- Peter is a being of great flexibility, yet now, he stands so rigidly, looking somewhere far beyond in the city.

My brow creases in both concern and confusion. "Is everything ok?"

"Mm?" His head snaps backs towards me. "Uh, yeah, I'm fine."

Placing my hand on his arm, I say, "Look, if this person threatens you in _any _way, I'll slit their throat for you. Promise."

His mask shifts in such a way as to suggest that he's scowling underneath. "Violence isn't always equated with reassurance, Autumn."

The corners of my lips turn up. "It's close enough."

With that, Peter walks to the edge of the roof and slides off, landing soundlessly on the fire escape stories below. I quickly follow.

There is a window before us, completely concealed by a white curtain covered with black polkadots. Peter stands before it, white bug-eyes fixated on something I cannot see.

"Peter," I breathe, trembling. "Look, if you're not sure about this-"

"It's- uh, I-I'm fine," he stammers.

But he's visibly shaking, and shaking still as he knocks on the glass.

Footsteps grow louder as the occupant of the apartment approaches the window. The curtains are shoved aside, the window lifted up, almost- with haste, crass?

Somewhere in my lungs, a dam crumples into ruins, and entire gusts of air pour forth. My eyelids flutter, rapidly- it can't be, _it can't be_. I blink and blink-

My memories turn to the sterile halls of OsCorp, running for a life I was so unsure of, crashing into the girl at the window now. Tall, blonde, as wide-eyed as I am now- there is no mistaking her. She is the intern, the very intern who pulled the alarm.

I shoot an incredulous glance at Peter, but his thoughts are elsewhere. "Are you alone?" he asks her, urgency lacing his words.

For a second, the girl is too shocked to respond. "Uh, yeah, my mother took my brothers out," she exhales all at once. "_Peter_."

Now, he is the victim of frowns from both ends. "Uh…" he clears his throat. "Gwen, I'd like you to meet… Black Cat. Black Cat," he gestures from me to her, "Gwen."

I extend my hand to this Gwen, claws unsheathed. "Pleasure to meet you," I say in a tone somewhere between a purr and a hiss.

She blinks, going cross-eyed at my claws. "Nice to meet you, too," she manages to spit out.

Silence oozes from all pores as Peter is faced with the fact that, perhaps, we do not find it a pleasure.

This is a _betrayal, _I think, a betrayal Peter must not know he's committed- or does he? Has he been in contact with this "Gwen" all along? _Rationalize. _Peter had no phone until earlier today, no connection to the beyond me and him. Surely, it's impossible.

But he _knows _her. Somehow, he _knows _her.

"Come in," Gwen says finally, shattering the uneasy silence. Peter, first, climbs through the window, and I hesitantly follow suit.

Gwen's bedroom is immaculate, each paper filed, every linen on her bed crisply creased. It's the sort of bedroom I never could maintain for long- given a couple of hours, each open space would be packed with books, loose papers covered with sketches and blueprints for the universe.

Peter removes his mask, his hair sticking up in all directions and then some. I, however, leave my mask firmly in place. I have not assumed me new identity yet; anonymity is my only refuge, a weapon against this strange and foreign _Gwen. _

Gwen clears her throat and gestures to her bed. "Uh, you can sit, if you'd like."

Peter takes one look at it, wearing the expression of a man doused in bile, before sitting on her carpet, cross-legged. Again, I take his lead, unsure how to proceed.

Lips pursed, Gwen mirrors our actions and sits across from us on the floor. "I'd prefer not to have weapons in my room," she says, pointing at my claws.

Affronted, I narrow my eyes. "It's just keratin," I growl. "You know, the stuff that makes up your fingernails?"

I can tell my animosity is coming across as I'd like it to be communicated; she visibly pales. "I know what keratin is," she replies coolly.

"We're working with an… agency," Peter says, breaking the taut rope of tension. "OsCorp has uh, committed some kind of… suspicious acts, lately, so we're looking into it."

"Oh," she says, pushing a strand of blonde hair behind her ear. "And you wanted to talk to me about it."

"Well, you're an intern," I shrug, not missing the perplexed look that Peter shoots me. Somehow, it is strangely satisfying that I have power through knowing things that Peter is not aware that I know.

Gwen's eyelids gently fall shut, and she rubs her temples. "I mean, I don't know. It's OsCorp. It's the same way it's always been. Sure, there's been some commotion since Osborn died…"

"We need something more, Gwen," Peter pleads. "We're talking about national, maybe international safety."

She sighs, her eyes flicking open. "You do realize I'm _screwed _if anyone finds out I'm talking to you about this? This is my _job. _I can't just…"

"We can get you protection," he promises. "We just need a way in."

Under my scrutiny, Gwen enters a place of contemplation. She chews on her lip, saying no words.

"Look, I really want to help," she finally says, "But…"

Her gaze shifts to me. "Er, Black Cat? Do you mind… if I talk privately with Peter?"

I whip my head towards him, muscles tensed, eyes slitted. Bitterness spreads over the roof of my mouth, down my throat. I cannot be asked to trust Gwen, not after the thoughtless manner in which she hindered my escape, not by the fragile suspicion she utilizes against me.

Peter knows what I am saying without a single sound leaving my lips. He inclines his head towards mine, softly pressing his lips against my own. "It's ok," he whispers into my ear when we part. "It won't be long."

"Remember," I purr, "My claws are ready."

He chuckles a bit as I stand up. "I'm going to Starbucks," I announce, spinning on my heel and heading towards the window.

"Dressed like _that_?" Gwen asks, her eyebrows knitting together.

I roll my eyes. "Honestly, I couldn't give fewer fucks if I tried."

With that made clear, I gracefully slide out of her room, onto the fire escape, and jump onto the level below. I'm sure to make my landing loud enough for them to hear.

My intentions lie far astray from a steaming cup of coffee. Silently, I leap back onto Gwen's level, flipping myself onto my feet with the fire escape railing. I land crouched, as to obscure myself from their view. Gwen took care to close the window behind me, but not the curtains. Somehow, the glass is thick enough to absorb the words they exchange- perhaps, it is because they speak in whispers. I dart to the side of her window, pressing myself flat against it. The room is just visible from this position, and although their conversation eludes even my enhanced hearing, I can watch.

It's like watching an old silent film. Their expressions are almost exaggerated, especially considering the lack of volume on my end. Both of them are heated, but it's impossible to tell how. Outraged? Sorrowful? They go back and forth, back and forth, and I'm beginning to lose interest. Despite my initial reluctance, my repulsion from Gwen, I'm really thinking about going to grab that cup of coffee-

Gwen places her hand on Peter's shoulder, leaning in. My stomach twists, and twists again as she places her lips upon his, her eyes fluttering shut. Blood freezes in my veins, tributaries of the harshest winter, and pools in the base of my throat, a cauldron of churning magma. I retract and protract my claws, again and again, _waiting. _Peter _will _pull away. He _will _brush her aside.

But that never comes.

Not once in this over-extended eternity.

Ice and magma morph into a vile venom, and suddenly, it's too much for me to bear. "_What the fuck_," I scarcely whisper, too tensed to manage anything else. "_What. The. Fuck_."

It's such a wretched compulsion- I can't leave, can't tear my eyes away.

_Peter. _

Just the thought of breathing his name causes my breath to choke up in my throat.

_Peter. _

The ally, the companion!

_Peter._

So, _so, _much more.

A liar, deception personified. A cheat, an enemy, a conspirator.

"Peter," I say, louder.

He takes no notice, too engrossed in this- blasphemy- to notice.

_Blasphemy._

Gwen, the very thought of whom I yearn to claw to shreds, to tear apart the soft flesh-

I was an _idiot, _a sorry idiot.

She's easily got half a foot on me. She's blonde, fair, and I'm- a mutt, a pathetic mix of both race and species. Instead of such inhuman, unnatural eyes, hers are a normal, lovely blue. And whereas my body is that of a child, flat, straight, she has curves I've only ever dreamed of having.

It was stupid, plain fucking _stupid_, to think Peter would settle for me when he could have her.

And _that _is the wave that final overcomes my body, bursting my lungs with foul, caustic seawater. In blind fury, I leap from the fire escape, over buildings, under shadows, ducking, weaving, turning-

There is rage, festering vengeance, a crippling disappointment, a throbbing vein, a chest that heaves not from exhaustion, but from agony. Below, people jeer at this shadow, this shame, this vitriolic creature that makes my mouth feel metallic and numb to call myself. Somewhere in this blizzard of raw emotion, insatiable anger, I am confronted with the question of my destination. I know it in the legs that carry me over avenues and streets, hopes and promises lost long ago, the arms that propel me into null acrobatics.

Home.

I glance up as I hurtle towards that window ledge I fell from once, in another life.

Above, Jupiter laughs, cackling at each of my misfortunes and blunders, casting me into the most miserable depths, boasting of an entity called fate, whom I refused to believe-

_Even titans must fall._


	25. Part 2: The Ceremony of Innocence

**Author's Note: **Hello! I decided to keep you guys waiting after the last chapter- isn't it fun to agonize?

Thanks to the wonderful suggestion of shelleymnm, I used Hero Machine 3 to create some visual images of Autumn. I know some of my readers have been wanting more visual descriptions of her for a while, and a picture's worth a thousand words!

You can check out the pictures here: argeiphontes-the-second . tumblr [dotcom] /post/88403524018/i-know-that-some-of-my-readers-wanted-a-better

Also, I've been wanting to change the 384-character summary for "Acatalepsy", but I'm having a really difficult time coming up with something. If you have a good idea for a summary, PM me! You will have my eternal gratitude and thanks :)

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><p><strong>The Ceremony of Innocence<strong>

**Peter Parker**

"Who is she, Peter?" Gwen asks, closing the window behind Autumn.

I hesitate, unwilling to reveal her identity. "Um, she's, you know, uh, we're-"

Gwen puts her hand up, cutting my stammering short. "Just say it. You're seeing her."

"Seeing" feels like an understatement, but I nod. "Well, yeah."

I glance back at the window. There's nothing I want less than to be here without Autumn; just her presence stilled the quaking anger in my hands. Unfortunately, this is my one shot to find a way into OsCorp, and I'm not about to blow it.

An unfamiliar look crosses her face, the look of liquidated and frozen rock. "So, it's not too dangerous to see _her?_"

Blood drains from all of the veins in my body. "She's like me," I say, matching Gwen's tone.

Unflinchingly, we meet each other's gaze, each of us refusing to concede.

But finally, Gwen looks down, staring at her hands clasped in her lap. "I know _what _she is," she says dryly. "She's an escaped experiment, a test gone rogue. Some sort of hybrid. She's a danger to _you, _Peter!"

The corners of my mouth turn downwards, and a cold grip overcomes me inside. "That's bullshit," I say through clenched teeth. "Is that what _they _told you?"

"They had dozens of security guards after her," she hisses. "You should've seen what she did to the Genetics head- broken bones, bruises, could've killed him…"

I recall Autumn mentioning that she knocked the scientist out in order to make her escape. I don't condemn her for it; she had no other choice. "They experimented on her against her will. Of _course _she tried to escape," I say, clenching my hands into fists. "They abducted her in the middle of the night and killed her _mother. That's _what you're working for, Gwen."

My words must hit their desired mark, because she averts her eyes and expels a long, slow breath. "I missed you, Peter."

Well, there it goes- she might as well have stuck the knife further into my gut and twisted it like a corkscrew.

"That's bullshit, too," I growl, trying in vain to keep my voice level. "How long was it- a month?"

A fog spreads over her eyes. "What are you talking about?"

"You _know _what I'm talking about, Gwen!"

"Actually," she says, eyes narrowing, "I _don't _know. Would you be so kind as to enlighten me?"

I decide just to yank the splinter out all at once. "You were fucking other guys!"

Her face turns as white as her curtains, before morphing to the color of my mask. "You… saw that?"

I nod, too moved to fury, too rigid for words.

"It was _once, _one guy," she says, staring hard at the floor.

"Didn't _we _mean anything to you?" My words are razors.

Gwen suddenly jerks her head up, her eyes glistening with tears. "_You _broke up with _me, _Peter!"

My teeth grind together- how does she _not _understand? "I had to protect you!"

"My father had died," she lowers her voice, her words quivering. "And _you _broke up with me- I was left with two gaping, bleeding holes in my heart. And at least I could do something about one of them."

"By _sleeping _with him?"

"_You _led me on!" She blurts, slamming her hand against the ground. " 'Don't make promises you can't keep- but those are the best kind'". Chuckling bitterly, she continues. "And _then, _you disappeared off the face of the planet. I texted, emailed, called- they said you were in New Jersey- where the hell _were _you?"

There's a huge, sharp ball of discomfort in my chest, tearing open these old, scarred-over wounds. I'm desperate to dislodge it, and I can't do that by hiding. "OsCorp put a note on my window, threatening Aunt May- and _you- _if I didn't leave."

I watch as her face screws up into a confounded bunch of lines. "_What?"_

"Yeah."

Gwen inhales, shaking. "_Why?" _

I suppose I haven't really pondered that; I shrug. "Not sure. Um, maybe they wanted to make me more vulnerable, which I would be without a home."

She shakes her head vehemently. "I can't believe it," she mutters. "These people aren't _evil- _I mean, Connors was banana balls, but-"

"He's not the only one," I interject. "We think- my agency thinks- the whole thing's corrupt."

The room falls silent as that sinks in, a noxious gas suffocating her pores.

"You know," she muses long after the silence grows uneasy, "It doesn't matter what I do."

My brow furrows. "Huh?"

"I try and I try, but I can't fill that hole in my chest," she elaborates.

Then.

It happens too quickly for me to stop it.

Her hand is on my shoulder, hot to the touch. My eyes widen as hers close, and her lips meet mine; her tongue pushes through my closed mouth and curls around my own.

A single word echoes uncontrollably through my head:

_Autumn._

I yearn to struggle, to twist away-

But one wrong move, and I could hurt her, shatter a bone, hurl her across the room through no volition of my own.

So, instead, I turn my heaving chest to stone, to steel, willing myself _not _to retaliate, _not _to feel.

The kiss lasts centuries, seemingly, and by its end, my racing mind has long since degraded to dust.

A twinge of an unrecognizable feeling strikes my gut, potent and dull all at once. "_What the fuck, Gwen?" _

A smile, more sickening than sweet, graces her lips. "I missed that," she murmurs. "Doesn't matter, though. You seem pretty happy with _her_…" She gestures at the window.

_That _is what it takes to stir the pot of water, raised to a boil over a long-burning fire. My hands just about shake with indignation, my heartbeat quickening. "No, we're miserable and I came here for relationship advice," I snarl.

But inside me, anxiety grows unfettered. Perhaps it's irrational; Autumn's out getting coffee, anyway. She doesn't have to know about Gwen's actions unless _I _tell her. I can't imagine she'd care that much, but we still need something from Gwen. The more enmity that exists between them, the less likely I am to get that something.

"Look," I say, standing up and grabbing my mask. "If _anything _worth knowing happens at OsCorp, tell me."

She bobs her head up and down. "Yeah."

I reach for a pen and a scrap of paper on her desk and scrawl down my new phone number. "You can text, you can call, whatever."

Without another word from her, I reposition the mask, lift open the window, and slide out onto the fire escape.

"Autumn?" I call softly.

No reply.

I scowl. Realistically, how long does it take to get a cup of coffee, especially at this hour? I decide to text her.

_Finished w/ Gwen. Where r u?_

I wait a minute, two, five, ten.

No reply.

Now, I try to call her.

But I'm directed straight to her voicemail. "Hi, you've reached me," her recording says. "Whoever I am. Obviously, I can't come to the phone right now, so leave a message, and I'll get back to you. Eventually."

My pulse speeds up. This isn't like Autumn at all.

Every possible disaster hits my mind at once: OsCorp caught up with her; she went looking for trouble that she couldn't handle; she was hit by a car.

With unimaginable urgency, I shoot a web into the skyline and race back to Headquarters.

The instant my feet hit the ground of the 96th Street subway station, I take off running, shoving my way through crowds of people and hurtling gates. Lights flash around me as people take pictures, which will doubtlessly show up everywhere by the time the sun rises. I reach the "janitor closet" that serves as an entrance to the SHIELD base, and flash the SHIELD badge app on my phone at the disguised scanner.

The door clicks open, and I'm running through the terminal, aware only of the panic pounding in my ears, my chest.

It's my fault, _my _fault, if something happened. _I _insisted on that worthless meeting with Gwen, and if Autumn got injured, or worse-

I will never, ever forgive myself.

I arrive at Fury's door, panting not from physical exertion, but from mental fatigue. Frantically, I knock, praying he's there to receive me.

The door is pulled open from the inside, and I'm met with Fury's iron gaze. "Parker," he says, surprised and perplexed all at once.

I rip off my mask, and my words tumble out of my mouth, tripping over each other. "It's Autumn, sir… I can't find her! She's gone, she's…"

"Whoa, slow the hell down," he says calmly, raising his hand so that the palm is flat and level with my face. "What's the problem with Autumn?"

As I open my mouth to speak, I hear an unfamiliar female voice call, "Is everything alright, Director?"

He sighs and steps aside from the doorframe. "Why don't you come in and sit down?"

I oblige, entering the office.

Much to my shock, there's a group of people sitting in the set of black leather lounge chairs in the corner.

And their attention is entirely fixated on me.

Fury retakes his seat and motions for me to sit next to him. "This is Peter Parker," he says, addressing the group. "Better known by his… other identity."

It hits me then, like a rock covered in neon paint pelted at the back of my head.

"Uh…" I hesitate, convinced that no matter how I try to introduce myself to the Avengers, it'll just come across completely lame. "Hi."

"I would like you to meet Natasha Romanov," Fury continues, nodding at a red-haired, expressionless woman to my right. "Steve Rogers," who is very blond and very muscular. "Dr. Bruce Banner," a salt-and-pepper haired man who offers a small smile. "Pepper Potts," who smiles warmly, pushing aside a strand of strawberry-blonde hair. "And Tony Stark."

Tony Stark reclines in his chair, sipping a cup of coffee. "This better be good if you're interrupting our coffee meeting for it."

"Let me handle this, Stark," Fury grumbles, then turns to me. "So, you can't find Legler. We're going to handle this the way you handle losing your phone. Did you see someone forcibly attack or seize her?"

Dimly, I wonder exactly how Fury tends to lose his phone. "No, sir."

"Then where did you last see her?"

"We went to see a contact I know. She works as an intern at OsCorp," I explain.

Steve Rogers frowns. "This is the OsCorp that released the lizards on New York in September, right?"

I nod and continue. "She didn't feel comfortable talking around Autumn, so she asked for privacy. Autumn said she was going to Starbucks, but she didn't come back, and she wasn't returning any of my texts or calls!"

"Excuse me," the red-haired woman, Natasha, cuts in. "What exactly was your relation to this contact?"

I glance down, feeling a twinge in my stomach. "My ex-girlfriend."

She nods, pursing her lips. "And you are currently romantically involved with this _Autumn_, correct?"

"Uh… yeah," I say sheepishly, somehow burning up and freezing solid at the same time.

"Is it at all possible that she was jealous?"

I hesitate; was Autumn's hostility actually envy?

Natasha leans forward. "Did anything happen at this meeting that might have set Autumn off?"

A tremor wracks my spine. "Um, I- uh, she, you know, um-"

"Spit it out, kid," Stark mutters.

"My ex kissed me," I choke out, "But that was after Autumn left."

My words are met with silence. Then, the woman next to Stark, Pepper, shakes her head, slowly. "Oh, honey."

"Is there any way Autumn saw that kiss?" Natasha asks, continuing with her interrogation.

Initially, I didn't think it was possible, but she has planted the seed of doubt. "I don't know," I shrug. "Um, Gwen- my ex- asked Autumn to leave, so she did."

She tilts her head to the side. "And is it possible that Autumn, in fact, lied and stayed behind to watch?"

The seed unfurls its roots, curling around my ribcage and crushing it inwards. I open my mouth to speak, and then close it.

A satisfied smile curls Natasha's lips. "I mean, that's what I would have done."

"No, you would've put a bullet in the other girl's head," Tony retorts, which earns him a deathly glare from her.

"The curtains weren't drawn…" I trail off. My stomach plunges downwards. "Oh, shit."

"So, she ran off," concludes the doctor, Bruce. Something about his voice suggests he is fairly quiet, soft-spoken at the very least. "Do you have any idea where she went?"

I violently shake my head. "She could be anywhere!"

Beside me, Fury is a statue. "Did you think to use the tracking device on the phone?"

I pause, the fire in my face consuming the rest of me. "No," I mumble.

Fury immediately takes out his phone and begins pressing buttons.

"Glad to know my app's getting so much use," Stark says, and I could die _right _there, in my chair. Despite being a famed asshole, Tony Stark was one of my childhood idols. I was an engineering geek, and he turned "nerdy" into something vaguely cool, mostly through his various shenanigans that were chronicled by the media.

And I've completely humiliated myself in the five minutes I've spent in front of him.

Banner gives Stark a look. "It's not _your _app, some twenty-something college intern made it."

Stark just takes another sip of his coffee, and Fury sighs.

"She's on top of the Belmont apartment building on 46th Street," he says, looking up from his phone.

"That was her apartment," I say. "Before."

I leap to my feet, anxious to confront Autumn, as well as to leave before I can further embarrass myself. "Not so fast," Fury thunders at me. "Sit down, Parker."

"But I need to check-" I start, but a one-eyed glare from Fury silences me.

"You really _are _hopeless, kid," says Stark, looking straight at me for the first time. My cheeks burn in response.

"_Tony_," Pepper scolds, crossing her arms. "Give him a break."

"Rogers," barks the Director. "I'm sending you after Legler. You'll find her location on the tracking app."

"Yes, sir," he says, rising from his chair. He stands straighter than any pole I've ever seen as he takes Fury's commands.

"She may be aggressive. Be prepared for an assault, but try to reason with her first. We don't know what sort of emotional state she's in. You may need to calm her down before you take her back to Headquarters."

"Should I avoid using force, sir?" he asks, sending a wave of nausea coursing through me.

Before I can protest, Fury answers. "Only use it as a last resort. As I said, she is aggressive, and her claws are pretty damn sharp."

Rogers nods and leaves the room, the door clicking shut behind him. Pepper stands up, stretching her arms out in front of her. "We should probably head back to the Tower now," she says. "Goodnight. We'll be over in the morning."

She, Banner, and Stark file out the door, and Fury turns to Natasha. "You're staying at Headquarters, correct?"

She nods. "I should try and get some rest."

As she walks away, she glances back at me, and I can't tell if it's a look of contempt or a look of pity.

I sigh, dropping my head into my palms, content to never walk beyond the office doors ever again.


	26. Part 2: The Blood-Dimmed Tide

**Author's Note: **Hello everyone! I am so, so, SO sorry I haven't updated! I've had an insane summer. I have been traveling essentially non-stop for the past six weeks. I spent three of those weeks at an intense summer physics program at an Ivy League school. While it was absolutely incredible, it was really exhausting!

Enough with the excuses, though. Just know that I feel bad. I don't like to torture you guys! A lot of you were commenting about wanting to know about the next update. If you ever want to ask me a question like that, you'll have better luck reaching me by PMing me or messaging me over my Tumblr, argeiphontesthesecond.

In the future, I'll make sure to let you know before I go on hiatus!

I'd also like to make a note about Gwen. To be clear: I have NOTHING against Gwen Stacy. It might not seem like it from my writing, but I happen to quite like the character. I'm going to ramble about this, but please humor me.

1. I don't think Gwen's a bad person at all, regardless of her actions against Autumn. She was frightened to bump into her in the hall at OsCorp. She had no idea what sort of experiments Harrow was conducting. She panicked and pulled the alarm because it's what she was supposed to do. Of course, Autumn sees Gwen differently than I do, and you, as readers, have only seen Gwen through Autumn and Peter's negative, bitter perspectives.

2. Gwen has been through a lot. She's lost her father, and Peter broke up with her immediately after. Of course she's bitter. And Peter _did _lead her on by saying "but those (promises) are the best kind". As seen in TASM 2, he didn't completely follow through with that. It's only natural she would feel so terrible, and she slept with the other guy in an attempt to get over Peter. Grief makes people do things they wouldn't otherwise do.

3. I identify with the character of Gwen greatly. I'm generally quiet, serious, and studious. In fact, I am perusing a scientific research internship through a program at an international company not so different from Gwen's program at OsCorp. My favorite fictional characters are girls in STEM. There need to be more of them- young girls interested in the sciences need more positive role models like Gwen Stacy.

4. Andrew Garfield and Emma Stone are an absolutely adorable couple. 'Nuff said.

5. The fundamental difference between Autumn and Gwen is this: Gwen doesn't completely understand Peter's sense of duty. This is best shown in TASM when she says to Peter: "This isn't your job." He replies, "Maybe it is."

Autumn, on the other hand, never questions Peter about his sense of obligation. In fact, she shares it. She understands it. Gwen says, "I love Spider-Man, but I love Peter Parker more". Autumn doesn't see a difference between the two identities, embracing both equally.

So, there you go! My lengthy explanation!

* * *

><p><strong>Chapter 7<strong>

**Autumn Legler**

I wrap my arms around my knees and draw them close to my chest. Night sighs above as I sit on the rooftop of the building that contains the apartment I once called my home. The bitterness of Peter's betrayal lingers in my fingertips, rushes through my veins. My mind keeps turning over itself, tide after tide crashing upon the shore, unable to move past the image of Gwen's lips on Peter's. I see this, over and over, until I'm sick to my stomach and angered to a state of fire, and finally, emotion erodes away at me until everything that is left is numb.

Then, I tear my thoughts away from that travesty, turning them to my mother. It has been nearly three weeks since I watched the OsCorp guard shoot her, powerless to intervene. I always used to dismiss the supernatural, but after everything that has happened as of late, I find I can no longer do so with such ease. Now, it's as if the image of my mother is palpable, cool to my trembling touch. I shut my eyes, and I can see her: a radiant form, ethereal and near, but absent.

I have no words to exchange with this ghost, who may or may not exist at all. Perhaps, she exists and does not exist all at once, Schroedinger's Cat beyond the confines of the box. Instead, I merely feel myself reverting from feline to human, hardened vigilante to frightened, hurt child.

The apparation dissolves as a loud, metallic _clang _rings out from somewhere on the side of the building. I stiffen, protracting my claws, whipping my head from side to side to locate the source of the noise. If it's Peter, I think, I won't hesitate to give him a nasty gash.

But it's _not _Peter. A man- tall, broad, muscled- leaps from the side of the building to the top. I spring to my feet, tensing in anticipation, for most ordinary humans do not climb in such a way. When it rains, it doesn't pour- it sets off a goddamn flashflood. The prospect of fighting off an OsCorp guard tonight does not amuse me, to put it lightly.

"Excuse me, ma'am," the man calls. "I'm going to have to ask you to drop your weapons!"

I glance down at my claws and frown. "Uh… they're kind of attached."

Undeterred, he begins to walk towards me, so I turn to leap to another building, out of his reach. But he's faster than I assumed he'd be- in mere fractions of a second, his hand firmly curls around my arm.

My heart begins to pound, frantically, and I twist and turn, unable to escape his iron grasp. Panic explodes, sending sparks through my veins, and blindly, I claw in his direction with my free hand. A pained, low grunt enters my ear, his grip slackening, and I know I've hit my mark. I spin around to face him-

_Shit._

The face before me is familiar, shockingly familiar, leaving bitter morsels of regret in my chest. It's the face of a soldier, a hero, a miracle, an Avenger.

I inhale, shakily. "I am so, _so _sorry."

Steve Rogers- Captain America- whatever, the guy on the posters plastered inside every teenage girl's locker- shakes his head. "It's alright, ma'am."

I can't help it- a grin slowly creeps across my face.

Tenderly, he rubs his arm- with a start, I realize the fabric is shredded. I reach out to examine it. The skin beneath the sleeve is raised and red, but not bloody.

"I'm sorry," I repeat. "I didn't mean to- I panicked…"

"I understand," he says. "It just needs to be cleaned up. I've had worse."

I avert my gaze, ashamed by my outburst. "I assume Fury sent you."

"Yeah," he replies. "Peter came in, and he was worried about you."

My blood rises to a boil. "How dare he," I hiss, my eyes narrowing.

"Hey," he says, placing his large hand on my shoulder. "Take a deep breath, ma'am. We'll get things worked out between the two of you, but for now, you should go back to base and try to rest."

I shake my head, as petulant as a young child. "No. _He's _there."

For a second, Steve Rogers is silent, thinking. "I can take you back to Avenger's Tower," he says at last. "I'll get you a cup of cocoa, and you can spend the night there."

"Really?" I tilt my head, widening my eyes.

He nods. "Sure. I can't see why Stark would have any problem with it."

A sketch of a smile crosses my lips. "Thank you. _Thank you."_

I prepare to launch myself in the direction of the skyscraper, but Rogers clears his throat. "Excuse me, ma'am, I think it would be simpler to take a cab."

I glance down, then back at him. "You're probably right about that."

* * *

><p>We slide into the back seat of the cab from the curb on 46th street. The driver looks back at us, and his mouth drops open.<p>

"Avengers Tower, please," Rogers says calmly, as if he is used to such occurrences.

The driver keeps staring at me.

"What?" I growl. "Never seen a feline-human hybrid in a cat suit before?"

He blinks once, and turns back around to drive.

"No offense, ma'am, but there's no need for you to threaten him, or anyone else, for that manner," Rogers says seriously.

The corner of my lip pulls downward as I ponder his words. It's a defense mechanism, I suppose- if I were to be confronted by enemies, by OsCorp security, I would want them as intimidated as I could possibly get them, which is complicated by my stature. A rose has thorns, a little cat has claws- and a tongue as sharp as the sword that keeps the mob at bay.

So, I just shrug at him.

The ride is brief, as Avengers Tower is just about five blocks from my former apartment. Once the cab pulls up to the side of the street, Rogers thrusts a generous wad of money towards the driver, who eagerly pockets it without another word nor strange glance in my direction.

From the air, skyscrapers are toothpicks; from the ground, they are monuments built to the heavens, Towers of Babel with every intention of toppling over at any given second. Rogers leads me through a massive set of glass doors, into a modernly-decorated lobby, all composed of sleek, dark materials and sharp angles.

A receptionist glances up from the front desk as we walk past. "Good evening, Captain Rogers," she says, smiling warmly. I brace myself for her eyes to travel to my form and linger, as seems to be the norm, but that does not come. Instead, she casually adds, "Your companion has been granted access to the higher levels of the Tower."

Rogers nods and thanks her as he walks me to the elevator. The doors close, and a gentle, British voice begins to speak. "Hello, Captain Rogers, Miss Legler. To what floor may I take you?"

"Lounge, please," he replies, and I watch the levels rapidly tick upwards- 8, 13, 27, 39…

We finally come to a halt at floor 68. "Have a good night," the voice says again.

"Thanks, JARVIS," he says, stepping out.

I scowl. "Do you really need someone to operate the elevator all night?"

Rogers cracks a smile. "JARVIS doesn't exactly need much sleep."

"Oh, god, what sort of chemicals are you pumping into him?"

A chuckle escapes his throat. "JARVIS is an AI."

"Smartest one in the world," says a man's voice from around the corner. I can't help but stare at the face familiarized by both Times covers and tabloids. "Fury will try to tell you otherwise, that SHIELD can come up with stuff just as good, but that's bullshit. He just doesn't like to admit that he needs me."

I don't miss the quick roll of Roger's eyes. "Well, I suppose I get the pleasure of introducing you," he says, in a way that certainly doesn't make it sound like much of a pleasure.

The dark-eyed, dark-haired, goateed man extends his hand to me. I grasp it, shifting my gaze to his calloused hands. "So, you're the one that nearly decapitated Fury."

"It was a _taser, _not a guillotine," I mutter.

"Tony Stark," he says, giving my hand a firm shake.

"Black Cat," I reply tentatively. I will not remain Autumn Legler for much longer, so it's best I keep anyone from getting too attached to her.

Stark snorts. "Please. We don't do that "codename" shit here. Despite popular belief, we are _not _superheroes. We just happen to have a fetish for spandex.

My chest constricts, and I hesitate. "I… don't have another name to give you."

Rogers loudly clears his throat. "Let's sit down. JARVIS can get us some hot drinks."

I'm more than happy to oblige, and to find that some amount of tension has been diverted. The lounge is furnished with overstuffed leather chairs and sofas. I flop into one of the chairs, which is far more comfortable than my bed at the SHIELD Headquarters.

Stark sits in a sofa across from me, and Rogers in a chair to my left. Stark leans forward, tapping his foot, lost somewhere in the realm of thoughts. "Let me see if I can help you come up with a new name."

Before I can open my mouth to protest, his list comes pouring out.

"Whiskers. Mittens. Fluffy. Tiger."

Irritation begins to claw at me from the inside. "I'm sure I'll be able to think of something, thanks."

He shakes his head. "No, I've got this. How about Pussy?"

The last fiber of the rope snaps. Before he can blink, I have my claws at Stark's throat, pinning him down with a strength far beyond the reservoir of the ordinary fifteen-year-old girl.

"Suggest that again," I snarl, digging my claws into his shoulders just a little further, "And I will not hesitate to claw your eyes out."

Out of the corner of my eye, I see Rogers motion for me to release my grip. I ignore him. A strangled sound, a plea for air leaves Stark's windpipe. His eyes widen in panic, and I smile. "Understand? Excellent."

With that, I retract my claws and step back, as Stark sputters and gasps.

"Look," Rogers sighs, the single word spoken in the tone of a disappointed teacher. "We're all on the same team here. That doesn't mean we're always going to get along- in fact, those moments are rare. But you _don't _get to attack us. Even Stark."

"I appreciate it, Cap," grumbles Stark, smoothing out his shirt.

Thundering footsteps approach, and two people, a man and a woman, come running into the room. "What happened?" says the man, middled-aged, his dark hair gray at the edges.

"Stark said some stupid stuff," Rogers says. "I'm sure you're shocked."

The woman rolls her eyes and walks to Stark's side, placing her hand on his shoulder. "Tony," she chides, "You heard what Fury said. Give the girl a break."

"_She _damn near killed me!" He protests, but the woman simply scowls and flips a strand of strawberry-blond hair over her back.

All this commotion stirs up the dull sensation of guilt that I neglected just long enough to act upon a cheap annoyance. "I'm sorry," I say, looking down. "I shouldn't… I lost my temper… it's been a long night, and-"

The man takes a seat in the chair next to me, and sends me a sympathetic look. "I understand," he says softly.

The woman sits beside Stark, on the leather loveseat. "Oh, honey," she says, flashing me a little smile, "He was probably asking for it." She turns to Rogers. "Steve, was he asking for it?"

He gives a stiff nod.

"There we go," she says. As an afterthought, she adds, "I'm Pepper, CEO of Stark Industries." She turns to face the man sitting next to me. "And that's Dr. Bruce Banner."

Banner raises his hand in response.

"Nice to meet you both," I reply. "SHIELD's making me change my name, and I haven't come up with a new one yet, so…" I trail off, unsure of how to best convey the situation. "If you must call me anything until then, call me 'Black Cat'."

Pepper nods. "Black Cat."

Silence sets in, until it is broken by Rogers. "I promised you hot cocoa, ma'am. Would you still like some?"

I nod, and he raises his voice. "JARVIS, one cup of hot cocoa, please."

"As many marshmallows as you can fit in the cup," I add.

"You can take off your mask, make yourself comfortable," Pepper says.

To remove my mask is to make myself vulnerable, but I suppose I can't utilize that as an excuse. Somewhat reluctantly, I slide the black leather off and place it beside me.

Stark visibly winces at the sight of my uncovered face, probably at the juxtaposition of the human features and the feline eyes. "Yikes."

Another jolt of anger hits me, and I prepare to leap across the room, unsheathing my claws-

The man, Dr. Banner, places his hand gently on my shoulder. "It's alright," he murmurs. That's enough for me to regain my mental footing, and I retract my claws, my chest heaving.

"Tony," Pepper's eyes narrow as she takes on the tone of the scolding mother once again. Then, her countenance softens, and she turns to me. "I am so, _so _sorry." Broadly, she gestures at Stark. "I swear to god, he has no filter whatsoever. Not that that's an excuse, but it's the closest thing I've got."

"It's fascinating," says Dr. Banner, quietly.

My brow knits. "What?"

"The way you only express certain feline features," he elucidates. "The eyes, the claws- but not other traits. Whoever made you" He gestures broadly at me, "What you are now… Well, they must have spent a lot of time getting it right."

I let that sink in. I'm not a biologist- although I consistently set the curve in my AP Biology class- and, as such, I feel I often take the complexity of living things for granted. I unsheath my claws again, studying the sharp, curved tips, the smoothness of the surface, a pale silver sheen. There is a slit beneath my fingernails through which the claws emerge. With a start, I realize that my nails are growing brittle, dull, as if they have not grown or self-repaired in the past few weeks.

"Let me see that," Dr. Banner says, and I move my trembling hand towards him. He gingerly touches the bed of my thumbnail, scrutinizing it carefully. I watch his face for any betrayal of alarm, but his features remain firmly composed.

After a moment, he says, "You appear to be discarding the nail completely."

I feel my insides contort with unease. "_What?"_

"There's no need for panic- it's simply another feature of your design," he explains. "As of now, your fingernails partially obstruct the flap of skin that covers your claws. Once you shed them, you'll probably be left with a thin membrane to cover it- in a cat, that's skin and fur. I can't begin how it will manifest in you- not fur, but a more flexible cuticle, perhaps."

"Lovely," I grumble.

"It is," he says, his agreement surprising me. "Because _none _of this is accidental. _None _of this was left to chance."

I sit in stunned silence as the dust of his words settles into little creases.

"You're a miracle, not an abomination."

A cup of cocoa rises from the center of the coffee table with a _ding. _I reach for it and draw the cup into my chest, the steam curling up to my cheek. It's far too hot to drink, but comforting to the touch.

"If you're finished pouring your heart out, we have some business to discuss," says Stark. "So, you're spending the night here?"

I glance at Rogers. "He said I could."

Stark waves his hand. "No problem. We have several floors of guest rooms, all of which are currently unoccupied. You can take your pick."

"Thank you," I say, bracing myself for the zinger.

It doesn't come.

"The 60th floor should be open," Pepper says, glancing down at her phone. "JARVIS, prepare the room, please."

"Yes, Ms. Potts," the AI replies.

"Fury wants us to report to HQ by seven tomorrow morning," Bruce says. "You may want to get to bed soon."

I nod and take another sip from my mug. I open my mouth to ask the obvious question, but Stark's answer beats me to it. "Yes, Parker will be there."

My grip tightens around the hot ceramic, and my eyes narrow to slits.

"Just give him a chance to talk," Rogers says. "We're not entirely sure what happened- he was pretty distraught- but he seemed pretty apologetic."

Apologetic- that's a word I cannot reconcile with my first impulses. But I can see that there's little point to arguing with these people, and it's not as if they've got anything do with Peter's actions.

So I find myself agreeing.

Rogers stands up and gestures to the elevator. "I can show you to you're room, ma'am."

I follow him. "Thank you, Captain Rogers."

He smiles and presses the elevator button. "You can just call me Steve."


	27. Part 2: Dark Leopards of the Moon

**Author's Note: **A regular update, at long last! It's a bit of a brief chapter, but one of my favorites, so far.

Over 100 reviews? Thank you! Wow!

* * *

><p><strong>Dark Leopards of the Moon<strong>

**Peter Parker**

The alarm clock goes off at 6:00, as usual, but it does not wake me, perhaps because I wasn't really sleeping in the first place. I step out of bed, mostly just to get it to shut up.

I shuffle to the drawer and pick out a pair of jeans and a SHIELD jacket to wear over my suit. Dread numbly resonates within me as I get dressed, although its source is too vast, too minute to pinpoint.

I figure I'll head to Fury's office to see if he has orders for me. I can't come up with anything else to do. Hell, it's the only thing I feel I can do.

The door is open, and I can hear voices inside. "It will be difficult to conduct much of an investigation without a search warrant, Director," someone says. Dr. Banner, perhaps. I walk in and all conversation stops as the group gathered turns to look at me.

It's all of the Avengers, at least the ones who were here last night, excluding the redhaired woman, Natasha Romanoff.

"Mr. Parker," Fury says. "We were just discussing our OsCorp operation."

Beside him sits Autumn. She doesn't make eye contact with me, staring at her feet, her dark hair a curtain over her eyes. I swallow.

"Your friend in charge seems to be cracking under the pressure," says Stark. "The company's stock is plummeting. The kid doesn't have a fucking clue what to do with the finance."

"He's twenty, he didn't even get to finish college," I say, feeling a need to defend Harry.

Stark rolls his eyes. "I was 21 when I became CEO. I wasn't crying about it like a pussy."

"Not everyone has your… skillset, Tony," Pepper scowls.

At that moment, Romanoff enters the room, dressed in a tight, black catsuit.

"Agent Romanoff," Fury says. "Thank you for joining us."

She surveys the room, glancing straight over me. Her gaze rests on Autumn. "Director," she says softly, "May I speak with you in private?"

"Is it a team matter?"

She hesitates. "Yes, I suppose it is."

"Then you can say it to all of us," he says. "Provided it is not confidential information."

"It doesn't," she says. Then, "Director, with all due respect, this is insanity."

I frown, perplexed. The expressions of the others mirror mine.

"_Excuse me_?" he barks.

""Enlisting the help of minors," she says, gesturing to me and Autumn. "It's reckless!"

My fists clench, and I open my mouth to protest, but she continues.

"I was worried about Mr. Parker, but he'll come of age in a couple of months. We can keep him in basic training until then."

_Basic training!_ Who does this woman think she is? More importantly, who does she think _I _am? Some schmuck in tights?

"But, in the case of Miss Legler, she's only fifteen! It's irresponsible to put her out in the field. It's too much responsibility to ask of _her._"

Autumn turns her head towards the wall, so all that can be seen is the straight, smooth hair falling down her back. She is silent.

I am not. "Hey, she is one of the most responsible people I know."

Her head snaps back around, her eyes flashing. "_Shut up," _she growls, unsheathing her claws.

Fury raises his voice. "Everyone, shut your goddamn mouths for a minute!"

I can feel the room go cold, shockwaves from his yell still tingling in the air.

He clears his throat. "Legler, I will not tolerate weapons at a civil meeting between team members."

She retracts her claws, looking down again. "Sorry," she mutters.

Fury turns to me. "Parker, just let me handle this, and _please _don't do anything else stupid."

Then, he faces Romanoff. "Agent, remind me how old you were when you received your first assassination assignment?"

"Fifteen," she grumbles, looking at her clasped hands. "But that was not my choice, nor was it an advisable choice on someone else's behalf. I don't want to see her do the same things that I did, make the same mistakes I made."

Fury's gaze would shatter stone. "While I appreciate your input, I did not ask for it. You're doubting my authority, Agent Romanoff-"

"I am not, sir."

"You're damn right undermining it," he shoots back. "You've been talking to Hill, haven't you?"

She frowns. "Of course, we always speak to each other."

"You're talking just like her," he says, shaking his head. "I've made my decision, and I'm more than prepared to defend it. Miss Legler is here because I have determined that she will be a valuable addition to the team, despite her age. People like her don't get choices; they get shit. It doesn't matter whether she's in here, out there, or back on the streets, she's going to end up wading thigh deep in it. While it's noble that you feel so strongly that she must be protected from the outside world, it's a futile wish."

Fury glances around the room. "Is this understood?"

He receives a bunch of silent nods.

* * *

><p>Fury dismisses us after that debacle, with a shake of his head and a long sip of coffee. Autumn hurriedly rises from her chair and walks out the door.<p>

With a twinge in my gut, I call after her.

She turns, that unbroken, glossy sheet of hair shifting over her shoulder. Her lips quiver, as if she's about to speak-

But she spins on her heel and disappears down the next hallway, somewhere in the depths of this endless tesseract.

I sigh; it stings.

Behind me, I hear a deep, throaty chuckling. I wheel around, faced with Tony Stark.

My face boils, and my hands clench into fists. "You think this is funny, huh?"

"Just give her some time," says Rogers, approaching. "She's just a little reactive right now."

Stark rolls his eyes. "Don't think too hard about it, kid. Just tell her what happened, she has no reason to be pissed off."

"But she is," Dr. Banner cuts in. I wasn't aware he was standing there. "You need to work this out with her, but you need to be gentle."

"Please," says Stark. "He shouldn't have to be apologetic."

"Neither should she," retorts Rogers.

"Which is why they need to talk it out," Banner says.

"She's too upset for that right now!"

"I think she can be rational."

"She can't just sit around and stew about it."

I watch, speechless. It's like a game of ping-pong between three players, and the ball is rapidly slammed across the table.

"She needs to be allowed to have some space!"

"But he didn't kiss his ex, she kissed him! She's pissed over nothing."

"Her feelings are still legitimate, regardless of what actually happened."

"They're just feelings! They get hurt. Shit happens. People recover."

"Any conversation they're going to have will go much more smoothly once she calms down."

"They're working together, they're on the team together. They shouldn't let this hang between them. The conflict needs to be resolved!"

They each seem heated, engrossed, prepared to defend their side to the end.

In fact, I'm not even sure if they're aware I'm still here.

"Um-" I start, but Stark talks right over me.

"Right away. I'm not in the mood to be in the middle of a fucking war zone."

"It'll only get worse if he confronts her before she's ready to talk."

"Again, she's not _irrational, _she can hear him out, as long as he doesn't say anything to provoke her."

"But _he _has nothing to hold back!"

I rub my temples. My head is starting to throb, and I doubt I can take much more of this shit.

I walk away, leaving the three men in intense debate behind me.


	28. Part 2: The Untold Story Begins

**Author's Note: **

Hello dear readers! Well, it's been a long time since I've updated. That can be attributed to three weeks at an intensive physics course at an Ivy League university over the summer, two months of the varsity field hockey season, an extremely heavy course load, and a near mental breakdown. But this chapter's finally finished!

The title of the chapter refers to the fact that the chapter marks the beginning of the narrative that deals with the plot of TASM 2 ("The Untold Story Begins" is also a tagline from the first movie). However, my version of the movie will be slightly different, drawing from my own inspiration and original drafts of the script. I know I already introduced Harry- some events are going to have to be out of order in order for "Acatalepsy" to flow smoothly. I've also been on the fence about including Electro in my story, since as much as I love Jamie Foxx and admire his acting ability, I feel like the film's screenwriters really wasted his talent. However, I've decided to include him, since I already introduced Max Dillon in Part 1; he'll probably be a lesser character and a secondary villain, but keep an eye out for him!

One last thing. **This chapter is dedicated to the memory of Michael Brown. **I began writing this chapter on August 9th, the day he was killed. I was deeply saddened by the Grand Jury verdict earlier this week. It serves as a testament to the persistence of racism in America. I'm not trying to spark a political debate here; this message is purely out of respect for human life, regardless of race, ethnicity, religion, etc. Honestly, I think the Avengers would be disappointed in the verdict too. The Avengers (and superheroes in general) stand for justice, equality, and the effort for world peace. And what's happened in Ferguson violates all of that.

With that, have a happy Thanksgiving and please enjoy this chapter!

~Argeiphontes

* * *

><p><strong>The Untold Story Begins<strong>

**Autumn Legler**

Beside me on my bed, my phone begins to vibrate. I sigh, massaging my temples. My head still throbs from the faceoff in Fury's office earlier, and seclusion has not done as much as I hoped it would to cure it. Nonetheless, the thought of facing people again- any people, not just the Avengers, and especially Peter- nauseates me.

I keep running the night's events through my head, trying to make sense of it, but all to no avail. Peter's sensitive, somewhat awkward, earnest almost to a fault; by no means is he the sort to mislead me, cheat me.

I tell myself that, but it doesn't matter. I carry grudges as Atlas carries the world. I let my anger simmer and bubble until I shake inside, until control all but eludes me. In middle school, one of my closest friends accidentally told my secret crush that I liked him. It was a silly infatuation, and my outrage over the incident was ludicrous- in fact, the boy's name now slips my mind. But I didn't speak to her for months afterwards, and in the end, the grudge cost me the friendship.

I don't want the same thing to happen with Peter, but at the same time, the very thought of him casts a chill over me. However, duty calls. I glance down at my phone.

It's from Command. "_OsCorp truck carrying plutonium has been hijacked. Recovery effort must report to the 57th Street- 8th Avenue vicinity immediately."_

I curse under my breath and leap to my feet. If it's been stolen, they're going to try to get away with it, and I don't have much time. I throw on my suit and, within minutes, I'm sprinting out of the HQ. The traffic has been blocked off for the most part, but I still choose to take to the air. It's simply faster, and anyway, I'm not yet so fond of publicity.

I leap onto the edge of a building overlooking 8th Avenue and crouch, surveying the scene below. The getaway truck is about as hard to miss as a green elephant. It barrels straight over a police car, wheels grinding the metal flat. My claws dig into the concrete roof as my stomach flips. I need a plan, and quickly, before the truck overruns the police units.

Watching will do no good; I come to the conclusion that I have to get into the truck. Shifting my weight to the balls of my feet, I time my jump so that I'll hit the roof of the truck as it passes. _Three. Two. One._

There's no fear, only wind and adrenaline and instinct. I hit the truck hard, my feet making dents in the metal roof. I take a second to get my bearings. Someone burned a hole through the roof in order to get into the truck's interior; I hear voices inside. One way or another, I'm going to have to get in and take them out.

Out of the corner of my eye, I see a red and blue figure plummet towards me.

I curse under my breath and seconds later, Peter, suited up, swings up, landing on the roof with a THUD.

My muscles tense, the way they've seized up every time I've seen him in the past twenty-four hours. "What are you doing here?" I growl, although I know the question is stupid the second I ask it.

"Look, uh, I'm sorry for what happened, Autumn," he says, massaging the back of his neck. "I-I didn't kiss Gwen, she kissed me."

He searches my face to see my reaction, but we're both masked, and therefore, we hold our cards close to our chests. "I didn't want her to," he sighs and continues. "I broke up with her months ago. It was, well, really inappropriate, on her behalf."

Somehow, beneath the large, reflective eyes of his mask, I can see his corroded self, his honesty. He stands before me, pleading, when I should be pleading as well.

I sigh. "Alright, alright, you're forgiven. Now, how the fuck are we supposed to stop this truck?"

"Uhhh…" I can tell I've distracted him, but he makes a quick recovery. "I'll take out the guards and gather up the plutonium and get it to safety. You confront the driver."

I nod. "Got it."

I make my way to the front of the truck, taking small, steady steps. The getaway driver is reckless; he swerves about and I struggle to keep my balance. I lean precariously over the edge and give the windshield a good kick. The glass splinters and falls away, and I leap into the passenger's seat.

The man driving the car is thick, bald, and tattooed. He gapes at me in surprise, and I return his look with an expression of stone. "If you don't stop this truck now, I'll claw your eyes out. Comprende?"

Evidently, he does not comprende, as he immediately pulls a machine gun out of _nowhere _and aims it at my face.

"_Shit," _I mutter before jumping out of the passenger's seat and back onto the roof.

Suddenly, the truck jolts to the side, and I hear loud swearing from the back of the truck. I turn around to see Peter chasing a dozen bouncing bottles of plutonium. My teeth grind together. None of this is going smoothly.

I look back towards the road to see why the truck swerved. Agent Romanoff stands in the middle of the street, dressed in a skintight black catsuit, pistols in hand. She must have shot out the tires.

The driver raises his gun and trains it on her. Instinctively, I dive back into the truck's interior and sink my claws into his warm, wet flesh. He yelps in surprise, but drops the gun.

Someone shouts, "Duck!" I obey, but it takes a second for the voice to register in my mind: Steve. His iconic shield flies through the broken windshield and lodges itself in the seat, missing the driver's head by mere centimeters.

But that split second of alarm is all I need to gain the upper hand. With a surge of strength to which I am still unaccustomed, I throw the driver out of the truck, into the street and the mercy of Agent Romanoff.

She wastes no time, immediately binding him up with black elastic ties. I slip out of the truck and approach her. Unsurprisingly, she ignores me and speaks into her earpiece. "Black Widow to Mission Control. Hostile secured. I repeat: hostile secured."

"Is it over?" I ask.

Her eyes bore holes into mine, as if I've committed a cardinal sin to address her. "Yes. Rogers made sure to take out the rendezvous point first."

With those words, she marches away, leaving the driver bound up and groaning at my feet.

Peter swings up from behind me. "The plutonium's hanging in a web over an alley. I think it's safe."

Groaning, I close my eyes and massage my temples. "Great. Now, I could really use a fucking cup of coffee."

* * *

><p>Somewhere in the spiraling depths of the underground SHIELD base, there's a large fitness facility. It resembles any New York City gym in that it houses all varieties of cardio machines and weights. More outlandishly, it contains an olympic-size current pool, a five-story high rock wall, and a shooting range with the agency's entire arsenal available for practice.<p>

For whatever reason, I feel a strong aversion to water; as I've never shot a gun, I don't feel comfortable shooting a few rounds at even the stationary targets. Vast skyscrapers dwarf the rock wall, and thus it fails to pique my interest. So, I gravitate towards the punching bags.

Before the experimentation, I doubt I could've moved the bag an inch. Now, I'm able to attack it as if I've had years of training, as if I'm a professional bodybuilder. For hardly the first time, I feel as if my body isn't truly mine, but rather, something I came to possess quite by accident.

I take a rest, my chest heaving, my skin covered in a coat of sweat. From behind me, I hear footsteps, and a feminine voice says, "What you did today was brave. Reckless, a bit stupid, but brave."

I spin around to see Agent Romanoff. She has exchanged the catsuit for sweatpants and a loose tank top, and her bright red hair is pulled away from her face.

I simply stare at her, and she chuckles. "That was something like a compliment."

"You're being really sunny to me, all of a sudden," I say scathingly.

The humor drops from Romanoff's face, and she becomes serious. "Look, I know we didn't get off on the best foot. I'm sorry about that. Today, you proved you belong here. You're willing to take a bullet for the team. No one would've said that about me when I was fifteen."

"Thanks," I mutter, looking at my feet.

"But I don't retract what I said before," she continues. "This _isn't _a game. I don't want to see you get hurt the ways I got hurt."

I remember Fury saying she received her first assassination assignment at my age. Internally, I roll my eyes. "It's a little late for that," I say, pulling up my shirt to reveal the scar that now covers the place where I was stabbed.

Romanoff shakes her head. "No, I don't mean like that. I'm talking about mental scars. I was orphaned at three years old and recruited into the KGB." She sees my perplexed look and adds, "I was born in Volgograd. There was a… program, designed to transform little girls into lethal killers. Even when the Soviet Union fell, the program continued. I emerged as its star pupil."

For a second, a melancholy look crosses her face, and I can almost see vulnerability. "I'm telling you this because I'm sorry we clashed, and I want you and me to get along. This isn't something I talk about often. If you ask me about it again, I probably won't answer. After I had murdered enough influential people, SHIELD managed to capture me. I assumed my superiors would arrange a rescue. They never came. I defected, not because I had seen my wrongs, but because it was what I had to do in order to survive. I was a valuable asset, certainly, but who in their right mind would trust me?"

She laughs. "Fury. That's who. He figured that if he approached me with open arms while maintaining a careful watch, he could bring around without compromising SHIELD's security. He was right, as usual."

Her gaze meets mine. "Fury's damn well the best director I've ever had. I have to trust his judgement, even if part of me wants to doubt it."

"Thanks for the vote of confidence."

To this, she gives a throaty chuckle. "Sure. You see, there's a program for SHIELD agents in training. They're paired with a more experienced supervising officer for the last stages of training, in order to get better field experience. I was never involved in that program, although I had _plenty _of officers supervising me."

My brow furrows as she speaks. "I talked to Fury, suggested he put you under my supervision. I figured, that way I can make sure you don't get _too _screwed up. I think Steve's going to try to do the same thing with Peter."

"Alright," I say slowly, still reluctant to fully trust her. It's clear that if I let her down in the least, she'll do everything in her power to kick me out of the agency.

"We start now." She turns to the punching bag. "Get in a fighting stance."

I raise my fists before me, as if to strike the bag. She shakes her head. "No, your hands are too low. You're leaving your face unguarded. Any opponent fast enough can and will take advantage of that, and trust me: one day, you'll meet an opponent who's faster than you are.

Nodding, I move my hands higher.

"Good," she says. "Today, were you even aware that the driver had a gun?"

I frown. "Not until he pulled it on me, no."

"Thats another thing: always do your research. That was Aleksei Sytsevich, a prominent gangster in the Russian mafia. They always have machine guns on them."

"There wasn't much time for research," I grumble.

She shrugs. "I suppose there wasn't, but you should always be prepared. Which also means you should always have your communication devices on whenever you're on a mission."

"Sorry," I say sheepishly, realizing I forgot to insert the little dot into my ear and cheek.

"Parker forgot too. Took Steve and I by surprise; we didn't know you two were involved."

"We're pretty low-tech. Back when we were on the streets, we just went in, did the job, and got out. There wasn't any protocol. There were no rules to follow," I sigh. "Just crime and punishment."

"On the subject of Mr. Parker," she says loudly, awkwardly changing the subject, "he was pretty upset that one night. Was he being a total idiot? Sure. But I'm pretty good at reading people, and he seemed really sincere. You need to hear him out."

"He beat you to it," I say, examining the callouses on my fingertips. "We went through the whole make-up processes on top of the truck."

"Convenient timing," she mutters. "You have to excuse me. No one can get their love life worked out around here. Stark and Pepper are like an old married couple. I've been trying to set Steve up on a date for ages, but he keeps resisting. I mostly leave Banner alone- he's got other… issues. And don't even get me _started _on Hill. She's been on/off with this guy- just an ordinary guy, damn it- for about a year."

I can't help but smirk. It amazes me how Romanoff is able to switch from stone-cold agent to gossip girl in a split second. "And you're just itching to get involved."

"I can't," she says, rolling her eyes. "Ordinary guys don't know about SHIELD or the Avengers or really anything worth knowing. Last I checked, the son-of-a-bitch didn't know her real name."

I try to fathom that: hiding one's true identity from those who care about one most. Peter did it, but I'm not that strong.

"Good thing I'm dating someone like me," I shrug.

Romanoff is more serious. "That's the thing, though. Never forget: you're giving things up. If you're going to get involved in this business, odds are, you're not going to settle down one day, marry a nice, normal guy, have kids, grow old, retire somewhere in Florida."

Something inside me stirs, the feeling I haven't been able to shake for the past several weeks. I unsheathe my claws and say, "it's too bad someone already made that choice for me, anyway."

She smiles. "You and me both."

I barely see it coming. She hooks me with her arm, and suddenly, I'm off my feet, lying back-down on the floor. "That's another thing. _Never _allow yourself to get distracted," she leers from above.

My back and shoulders throb from the impact; I make it to my feet with difficulty. "Duly noted."

"Always assume that any person you encounter is a potential attacker. It doesn't matter who they are; you _can't _let your guard down."

"That seems like a sad way to live," I say. "Being so paranoid all the time."

She shrugs. "Sad's got nothing to do with it. It's the way things are."

I open my mouth to protest, but she cuts in. "_You're _lucky. Fury _cares _if you get hurt, and trust me, you will. Stark suffered from months of PTSD after the Battle of New York. Steve's just… lost, I guess. You can see him staring into space sometimes, but there's nothing anyone can do for him."

She drops her gaze, staring intently at her feet. "The last thing I want is to see you get hurt in the ways I was hurt."

Her gaze remains on a spot on the floor, and she continues, her voice a touch softer. "I received my first assassination assignment when I was your age. Almost always, my assignments were male. You know the best way to get a grown man's defenses down?"

My eyes widen in horror, and Romanoff chuckles bitterly. "I lost my virginity the same night I made my first kill. It didn't bother me much then. I didn't know enough of the outside world to realize it wasn't normal, that it was exploitation. I had been taught that my superiors always knew best- if they told me to seduce a target, why wouldn't I?"

I try to think of something to say, but words elude me.

"However, my superiors created my own downfall. They began to send me to carry out international assignments. They assumed I'd been properly indoctrinated. But as I was exposed to more people, more places, I realized how messed up my life really was. Other teenage girls didn't have to do the things I did. Western culture emphasizes choice, freedom, the value of the individual. But these thoughts lurked at the back of my mind."

"So what happened?" I croak.

"By the time I was eighteen, I had killed well over a dozen of SHIELD's allies. Your generation thinks the Cold War's a thing of the past. In intelligence communities, it never ended. I was a dirty, dangerous, communist spy, so I had to be eliminated."

"And obviously, that didn't work out."

She smirks. "Nope. My would-be assassin spared me."

I frown. "Why?"

"I pitied you," a voice calls from behind. I turn to see a muscular, brown-haired man approaching. Romanoff's face lights up with the gentle glow of a candle flame; in the short time I've known her, I've never seen her look so at peace.

She and the man embrace, while I awkwardly watch. He appears to be slightly older than Romanoff, although some of the lines on his face may be scars. Part of me stirs to withdraw and leave them, both out of respect for their privacy and apprehension of the stranger. Finally, they part, and Romanoff addresses me, smiling. "_This _is the idiot who earned himself _months _of disciplinary action for saving the Russian assassin he was ordered to kill."

"Clint Barton," he says, extending his hand and shooting her an indignant look.

"This is my agent-in-training," she says, gesturing to me. "The cat."

He looks at her, then back at me, and slowly shakes his head. "You poor schmuck."

"Hey!" She sharply elbows him, and he masterfully dodges her blow.

"So," he muses, "Just 'The Cat'? Or should I call you something else?"

Again, I'm reminded that time is quickly running out. I cannot exist in a state of nameless limbo for much longer. "'Cat' will suffice for now."

Romanoff turns to Barton. "Let me guess. You haven't eaten anything in the last twenty-four hours."

He gives her an indignant look. "You know I can't eat on planes. Or Quinjets flown by young, smartass pilots two months out of school."

"Then let's go grab a bite. Le Pain Quotidien?"

He nods, and the two begin walking towards the door. I assume Romanoff's forgotten about me until she turns around and shouts, "5 a.m. tomorrow! Bring gym shoes and a standard-issue pistol."

The second she's out of the room, I curse her under my breath.


End file.
